


The Education of Peter Parker

by mrditkovich15



Category: The Spectacular Spider-Man (Cartoon)
Genre: Continuation, F/M, Gen, Season 3, Spectacular Spider-Man Sequel
Language: English
Status: In-Progress
Published: 2020-06-27
Updated: 2020-09-02
Packaged: 2021-03-03 19:40:36
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 3
Words: 35,441
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/24940972
Author URL: https://archiveofourown.org/users/mrditkovich15/pseuds/mrditkovich15
Summary: After the apparent death of Norman Osborn and his subsequent exposure as the Green Goblin, alongside the arrest of Tombstone, Peter Parker attempts to continue juggling his life as the Spectacular Spider-Man as well as his life as a normal high school teenager. Yet Peter already knows just how difficult such a simple task can truly be, and he soon finds himself caught in another villainous scheme by yet another evil mastermind. The odds are stacked against him as always, but Spider-Man refuses to give up until the day is saved.
Relationships: Harry Osborn/Gwen Stacy, Peter Parker/Gwen Stacy, Peter Parker/Mary Jane Watson
Comments: 11
Kudos: 40





	1. Predation

**Author's Note:**

> Hiya, everyone. I've been sitting on this fic idea for quite a while, and finally I decided to get it written and submitted. I'm a huge Spider-Man fan, so I'm trying very hard to do him and that universe justice with this work. By all means, feel free to leave comments or criticisms! Everything helps. Most of all though, I hope you enjoy this story half as much as we all enjoy Spectacular!

“Hurry it up,” the man said. “Cough up the cash and ain’t nobody gotta get hurt.”

Trying to ignore the shotgun pointed at her face, the aging cashier forced her trembling hands to comply, tossing loose bills from the register into a duffle bag set upon the counter.

One of the man’s partners approached the bag, trying to gauge how big of a haul they were about to pull.

“Hey, what the… this is just pocket change!” he exclaimed, gesturing at the bag, now containing a small handful of hundred dollar bills. 

“I-It’s all we have,” the woman sputtered out, almost paralyzed with fear. “Please, I swear!”

The man wielding the shotgun grimaced beneath his mask, eying the bag and then the register, seemingly confirming her pleas.

“Y-uh, guys, I hear the feds comin’,” the gang’s third member interjected. The two at the counter shared a glance, nodding in agreement. The first man grabbed the bag, throwing the strap over his shoulder.

“We’re gettin’ outta here,” calling to his men as he sprinted out the entrance of the small store. “Move it!”

No sooner than the moment the man’s right foot hit the pavement outside, he found he was suddenly and quickly hoisted up, up into the air by his left foot. And there, 10 feet above the ground, upside down, he slowly rotated, dangling, until he was face-to-face with an all too familiar costumed vigilante, perched upon the streetlight.

“Now, I know there’s no honor among thieves and everything,” the wallcrawler began, “but robbing a mom and pop store in Queens? I mean, that’s gotta be a new low.”

Unseen by the men, a camera quickly went to work, snapping photo after photo of the scenario playing out on the street before it.

On the ground below, the man’s partners groaned in frustration. 

“SPIDER-MAN?!” they cried.

“Well,” he replied, preparing to leap, “it sure ain’t Daredevil!” 

With one swift motion, he jumped from the pole, away from the two men, extending both wrists. His aiming was surgical as he immediately hit both men in the chest with a strand of webbing to a loud pair of  _ thwips. _ Using his weight and momentum, the two were lifted off the ground like a pulley, with the streetlight serving as the fulcrum.

Landing with a ballerina’s grace, Spider-Man quickly and deftly peppered the trio with small blasts of webbing until they were all adequately attached to the pole. He then reached over to pick up the discarded bag full of cash, dropped clumsily by the petty crooks.

The young hero immediately went inside, dropping the bag on the counter with a small  _ thud. _

“I do believe this belongs to you, miss.” The cashier pulled herself up from behind the counter, unable to believe her eyes.

“Spider-Man?!” She shook her head in disbelief, before a relieved smile overtook her face. “You-you’ve saved our business! If we lost that money, we’d have to-”

The hero put up a hand to stop her. “Hey, no need to worry about that now. I’m always lookin’ out for the little guy.” 

Without further ado, he turned out the door and prepared to leap up into the air.

Though just before he left the ground, he heard alarm bells ring, and an old familiar feeling invaded his skull.

_ “Spider-Sense,”  _ he thought to himself.

His gaze immediately darted to the three men on the pole, which he noted were still bound and wriggling. He then scanned the streets, which were empty aside from the usual crowd of sightseers. Finally, glancing towards the rooftops around him, he saw nothing but a flock of pigeons taking to the sky.

_ “Huh… doesn’t look like anything’s about to shoot, stab, or impale me…”  _

Shaking it off, he sprung from the ground acrobatically, sticking to the wall behind him. He wasted no time retrieving his trusty camera from its web, glancing around once more to be extra sure.

_ “I think I’m good, but-”  _

His thoughts ground to a halt as his eyes passed over a street clock, just opposite the street he was on. 

“Oh for the  _ LOVE of _ …” His hand quickly shot out away from him, firing a webline. “Just  _ once _ -” leaping from the wall and swinging through the air, “would I like to be  _ on  _ time for something!” 

However, hidden silently in an alley just across the street stood a shady man, watching the web-slinger with intense focus. Sliding a hand in the pocket of his trenchcoat, he retrieved his cellphone with a sigh, dialing a familiar number once again.

“Yeah, it’s me,” the man spoke, seemingly disappointed. “Bad news. I still ain’t seen the Parker kid yet.”

\---

At that same moment, far away from the site of the now-foiled robbery, a man stood in a rapidly rising elevator. 

He was nigh elderly, somewhere in his mid fifties, with deep wrinkles and dull gray hair to prove it. The outfit he wore gave the impression of a scientist; a snow white lab coat draped over a vest and tie, completed with neat slacks and dress shoes. Though, despite his physical appearance, he was still mentally fit and sound as ever. As a matter of fact, he was one of if not  _ the  _ brightest mind in the entire field of robotics. 

He was sure of that.

And he was in a pretty good mood, for that matter. 

The elevator stopped, punctuated with a soft  _ ding,  _ and the doors slid open, revealing a cavernous office area.

It was a relatively nondescript area, tinted in cool blues with black and white tiles situated in large patterns. There were a few columns supporting the roof, alongside glass standees scattered around the room.

The standout feature in the room, was of course, the thick polished wood desk on the far, opposite end. It looked as though it was carved right out of the trunk of a redwood. 

And yet, the desk was not what immediately grabbed one’s attention.

Just beyond the desk, staring out the window, stood an absolute mountain of a man. Nearly seven feet tall and almost four-hundred pounds, his presence radiated power and commanded respect. He wore a tailor-made white suit, hand resting upon an exquisite cane, topped off with a large crystal clear gem.

“Mr. Smythe,” the man’s deep voice boomed. “I trust you bring good news?”

The other man had exited the elevator, calmly walking towards the center of the room.

“Yes, indeed.” A small smile formed on his face. “Testing on the unit has just been completed. We now need only a suitable user.”

“Excellent,” replied the other man, maintaining his statue-like composure. “Reach out to our selection of candidates. I expect an update before noon.”

The aging roboticist grimaced, almost unnoticeably so.  _ “Noon?” _ he thought to himself. That would be a close squeeze… however, he felt he could manage all the same.

He then turned back, heading once more to the elevator.

“As you wish, Mr. Fisk.”

\---

High above the city streets, a young window washer was hard at work. Supported by a small platform, he silently washed and rinsed with zen-like focus, his headphones drowning out the hustle and bustle of the Big Apple. 

As he sprayed a hefty heaping of cleaner on the foggy window, he wiped it off just in time to see the reflection of a lithe red and blue blur streak by behind him. 

That same red and blue blur was also in an incredible hurry. 

Clutching tightly on a thin strand of webbing, he swings down low just before arcing straight back up. Right as he reaches the apex of his swing, he releases the web, catapulting himself forward through the air. Falling down to mere feet above the ground, he fires another line of webbing, swinging and slicing carefully and quickly through the gaps between cars stuck in traffic. 

_ “I’m only twenty minutes late, and considering my usual track record, that’s actually on the better side of things!”  _

Spider-Man kept his pace, deftly and acrobatically web-swinging like his life depended on it.

_ “Oh, who am I kidding? Jonah’s gonna tear me to shreds the second he lays his beady little eyes on me.” _

Once again, he rises up into the air, firing another web with a loud  _ thwip.  _

_ “Not like Peter Parker getting the short end of the stick is anything out of the ordinary. Especially lately. I broke Liz’s heart like a total jerk, Harry lost his dad because of me, and I can’t even be with Gwen.” _

_ Thwip. _

_ “I know how Harry feels though. The whole reason I became Spider-Man was so other people wouldn’t have to suffer how I did losing Uncle Ben, and yet… I still couldn’t do anything.” _

_ Thwip. _

_ “What’s more, he totally blames Spider-Man for it. Heck, maybe he’s right… That’s how I’ve been feeling about it.” _

And with a final  _ thwip,  _ Spider-Man was within landing distance of his destination. Swinging wide, he dove down and straight into a conveniently placed alley.

A few dozen feet away, a rather angry looking man stood, tapping his foot impatiently. He tugs on the sleeve of his slick suit, checking his watch. He then groans in anger.

“Where the  _ blazes  _ is Parker?!” he wonders aloud through gritted teeth. Fortunately, the massive crowd gathered around city hall was focused more on other matters. 

The event being attended was organized by some introverted wealthy philanthropist who intended to become more of a public figure going forward. After the Green Goblin’s latest reign of terror and destruction, he wanted to lay out his plans on how he’d be helping the city.

Sure enough, countless papers and reporters flocked in droves, all in an attempt to be the first to capture the exclusive.

The Daily Bugle was no exception, with J. Jonah Jameson front and center. Though, he did seem to be short on photographers at the moment, causing much of his distress and anger.

“Hey, wow, uh, sorry, Mr. Jameson, you would not  _ BELIEVE  _ the traffic out there! I-It’s gotta be backed up for  _ blocks!”  _ The weathered publisher snapped his head around to see none other than Peter Parker sauntering beside him, camera at the ready. He then took a deep breath.

**“PAAARKERRR!!!”**

_ “Yep, there’s the ol’ Jolly Jonah we all know and love...”  _ Peter thought.

“I have  _ HALF A MIND  _ to fire you and kick your sorry keister to the curb in half a second! Matter of fact, the only reason I’ve exercised such extreme restraint is that for  _ SOME _ reason you were the only photographer worth a darn I could get for today!”

His angry tirade now seemingly over, Jameson leaned back out of Peter’s face and adjusted his collar.

“‘Sides, looks like you got lucky. The fat cat’s late himself,” pointing at the glaringly empty podium. Peter’s face turned into slight confusion.

“Huh. Whaddya know?” 

_ “I might just have the makings of a millionaire yet,”  _ he thought.

“Ah, forget about that Parker,” Jameson mused, pointing excitedly at the podium. “There he is!” Peter glanced up once more, finally seeing the star of the show.

Sure enough, Wilson Fisk appeared, waving politely to the crowd.

_ “So that’s... Wilson Fisk, huh? Geez, he looks like he could snap a telephone pole like a toothpick.” _

“Hey, make sure you’re getting this Parker! Do  _ NOT  _ miss any front page material!” Peter snapped out of his thoughts, peeking through the viewfinder of his camera once more.

“Ah, yes, Mr. Jameson, I’m getting it,” punctuated with multiple camera flashes. 

Fisk quickly took the stand, and tapped the microphone once, testing it.

“My fellow New Yorkers,” his commanding voice rang out, broadcasted through the several loudspeakers. “I would first like to sincerely apologize for my delay. It was not my intention to waste your precious time, so I will be sure to make this prompt and precise.

“For far too long, the rich and mighty elite of this city have kept a spectatorial role, preferring to sit back in their ivory towers and continue to profit off the common man for the foreseeable future.” Fisk then took a deep breath.

“Of course, I too am guilty of such a crime. I felt it was best not to interfere with the people who brought me such wealth; I felt that said wealth would prevent a true connection or understanding, as I feared many would consider me out of touch from the everyman.

“However, I will stand back no longer.” His hands moved, gripping both sides of the small podium. “After the psychotic Green Goblin’s attacks and destruction made their way to my very neighborhood, I finally witnessed firsthand the struggles many experience on a daily basis. It was a… wake up call, of sorts.” He released the podium. 

“That is why, from this moment forward, I intend to use my vast wealth to the fullest potential. As soon as this hearing is finished, I will be making hefty donations to important pillars of our city, first and foremost beginning with the New York Police Department.” 

No sooner than the moment Fisk ended his sentence, the majority of the crowd began clapping and cheering. Peter was quick with his camera, making sure to capture plenty of good photos of this pivotal moment. 

_ “Wow, he sounds like a real stand-up guy… so why do I still have the feeling he’s just blowing hot air?”  _ Peter wondered.

\---

The front door’s lock opened with a loud  _ click,  _ breaking the apartment’s silence. It swung open, and in walked police captain George Stacy. Dropping his keys on the counter and his coat on the rack, he found it hard to hide his smile. 

“Gwen honey, you home?”

Down the hall, he heard a reply alongside approaching footsteps.

“I’m here, dad,” speaking softly. George turned from the fridge to face her, bottle of water in hand.

“You’re not gonna believe this,” his smile grew. “The department just got a  _ huge  _ donation from Mr. Fisk.” Gwen had a look of slight disbelief.

“How big of a donation was it?”

“We’re gonna be able to get top of the line equipment, across the board,” breaking out into a full grin. “And we’ll still have plenty of extra.” The captain’s daughter softly laughed in joy.

“Dad, that’s amazing! Now you won’t have to rely on all that beat-up gear.” 

He pointed his bottle at her. “Right you are. Safety is always first.” He then took a hefty swig as Gwen stood, lingering a bit awkwardly. 

He didn’t need his keen police instincts to tell something was bothering his very own daughter. 

“Is something bothering you, sweetie?” She flashed a sad, defeated smile.

“You can really read me like a book, huh?”

“What kind of father would I be if I couldn’t?”

“True,” she admitted. “Well… I guess I’m just still not sure what to do about Harry.” 

George frowned, remembering how the young man lost his father mere weeks ago. The captain was no stranger to loss himself, seeing countless injuries and even deaths in the field; even more than that, his beloved wife had died when Gwen was barely a teenager. 

“Dad...?” 

He snapped out of his momentary trance.

“Sorry... I was just caught up in the past for a minute.” Silence filled the air for a few moments. He then took a small breath. 

“You have a good heart, Gwen. Much better than mine. I’m sure of that. But there’s no reason you have to keep yourself in a relationship like that just so he won’t be upset.”

“But his dad just-” He put up a hand to stop her.

“I know, sweetie. I know. Just because you won’t be his girlfriend anymore doesn’t mean you’re abandoning him, does it? I’m sure he knows you and Peter will be there for him, no matter what. And if he doesn’t, then make sure you both remind him, okay?” 

He stepped forward, placing a hand on Gwen’s shoulder with a soft squeeze. 

“I have complete faith you’ll do the right thing in the end.” He released his hand.

“Now, have you got all your bags packed for your trip?” Gwen stared blankly for a moment.

“For the- oh, yeah... Yeah. I’ve got everything.”

“You should double check. Wouldn’t wanna forget anything important!” her father said, his voice trailing off as he disappeared down the hallway. The younger Stacy sighed, figuring he was probably right. No harm in double checking. 

Back in her room, she heaved her meager suitcase upon her bed, with a slight struggle. Pulling apart the zipper, she filed through her various pairs of garments and to-go toiletries. 

Sure enough, mere minutes later, she reaffirmed her satisfaction with the contents of her luggage. She then plopped down on her bed, staring at the ceiling blankly. She was so lost.

Her eyes eventually glanced over at her nightstand. It was pretty nondescript with a simple digital alarm clock, neighboring two framed photos. One was an old portrait taken of her and her father on her first day of high school.

The second was a more recent photo of her, Peter, and Harry, taken at the beginning of their junior year. She lingered, staring at it for a few precious moments. 

“I hope you’re right, dad....”

\---

For some reason, his cell phone began ringing. 

The man stopped, no less than 20 feet from his destination, and retrieved his phone from his pocket. He recognized the number, but it wasn’t a call he was expecting. He answered.

“Hello?”

“Mr. Gargan, a pleasure to speak with you again,” said a familiar, aged voice.

“Look Smythe, I already told ya’s no. I got a good thing goin’ right now, and I don’t wanna screw things up, ya hear?” Smythe scoffed.

“I assure you, Mr. Gargan, this offer will be well worth your while. We understand it appeals to your…  _ unique  _ expertise.”

Gargan remained firm. “No. That’s my final answer,” closing the phone with a loud  _ click.  _

Unexpected intermission aside, Gargan slid his phone back in his pocket, and strolled inside the familiar, towering flatiron office of the Daily Bugle.

Minutes later, the elevator opened with a  _ ding,  _ having just arrived at the top floor of the Bugle. Though he was steadfast and committed to his current job opportunity, he’d be lying if he said he wasn’t a bit anxious about this week’s scheduled check-in. Regardless, he persevered, knocking on the door and then entering the publisher’s office. 

“Mr. Jameson, I-”

“Gargan, if you don’t have good news to give me then you may as well just give your letter of resignation instead, understood?! I am  _ BEYOND  _ not in the mood today!” Jameson said, focusing intently on the lineup of possible headlines sat upon his desk. Gargan bit his lip and gave a polite laugh, trying to ease the tension.

“W-Well, I got a good lead I’m followin’ up on right now, but… I don’t have anything…  _ substantial… _ ”

“Oh just  _ CAN IT _ , would ya?! That’s just a fancy way of saying you don’t have  _ DIDDLY SQUAT! _ I’ve been paying you for over a  _ WHOLE MONTH _ now! Why, I bet you’ve just sat around twiddling your thumbs waiting for my paychecks to come in the mail! Well,  _ GUESS WHAT?  _ No more! Consider yourself  _ FIRED! _ ” Gargan’s eyes went wide.

“Jameson, no, you can’t! I been workin’ hard on this! Listen to me,” gesturing intently with his hands. “I found out-”

“ _ SAVE IT! _ I don’t have the time to waste on whatever cockamamey table scraps you’ve supposedly dug up! Now, are you gonna make yourself scarce or am I gonna have to make Ms. Brant call security?!” 

Gargan’s mouth shifted, back and forth, trying to form the right words to say. Sadly, any rebellion he could come up with had died in his throat. His face sagged into a deep frown, a common sight for Gargan in recent months. 

Silently, the disgraced P.I. turned around, and glumly trekked back to the elevator from which he came. 

Mere minutes later, back on the streets outside, Gargan walked without direction. Finding his way to a secluded alley across the street, he leaned against the rough brick wall. He covered his face with his hands as he slid down, down to the ground, at a total loss for words.. 

“I’m friggin’ ruined… that was my last chance at fixin’ it all…” he said, to no one listening. 

Gargan was at a total loss. After a series of botched investigations and some chance encounters with the law, his reputation was almost totally tarnished, and no longer could he pull any worthwhile jobs. Yet it was by sheer luck that Jameson had decided to contact him for a discreet investigation.

Jameson had asked Gargan to tail Peter Parker, and by extension, Spider-Man. His curiosity finally got the better of him, and Jameson  _ had  _ to know how Peter got such exceptional exclusive photographs of the wall crawling menace. 

Though Gargan did his absolute best, he found no luck in tracking neither Peter nor Spider-Man. Somehow, whenever Spider-Man appeared, Parker vanished without a trace. No matter how hard he tried, how closely he followed, he always lost the kid. Not to mention, he never saw a trace of him whenever Spidey reared his head. He figured Parker must have been an absolute natural at staying hidden and discreet. 

Either that, or Gargan was way worse a private eye than he thought.

Regardless, it didn’t matter much anymore. All that work he’d put in, all the information he’d been compiling, all worthless. None of that was going to get him out of his crummy, run-down apartment now. And so Gargan sat, thinking in silence for a few moments.

And then, his eyes lit up. He had one last chance, a final silver bullet. He hurriedly retrieved his cellphone, and redialed the last caller he had. It rang exactly three times before they answered.

“Mr. Gargan. I trust you’ve reconsidered?” said the same, old voice.

“Yeah,” Gargan replied. “I’m all in.”

\---

A lone  _ thwip  _ rang out, high in the skyline.

_ “Wow! I have GOT to say, I don’t think I’ve EVER seen JJ blow his top as much as he did at that big event!”  _

He swung down low, then back up high, repeating the process rhythmically.

_ “Boy, when that nervous reporter spilled his drink all over JJ’s tux, I think I actually saw steam spout from his ears.” _

One final  _ thwip  _ marked the last swing, and Spider-Man landed precisely on the corner of a towering rooftop. 

_ “Fun and games aside, I’ve been on patrol for the better part of… two hours now. Doesn’t look like any more petty crooks are crawling out of the woodwork today.”  _ He then plopped down on his bottom, letting his legs dangle over the immense drop.

_ “May as well take a quick breather then head home, I reckon’.”  _

His arms raised high over his head, stretching stiff muscles and eliciting a yawn from the hero. 

_ “Things have actually been pretty quiet on the whole supervillain front lately… maybe hearing what happened to the Green Goblin scared ‘em all off.”  _

The young webslinger was actually a bit thankful for that fact; after that whole Goblin fiasco, he felt he had more than earned something of a reprieve. 

“Well, who am I to complain if all the supervillains decided to take a hike?” he touted, standing to his feet. He crouched down, aiming his webshooter at a nearby awning and-

_ Spider-Sense. _

_ Full blast. _

In an instant, the wallcrawler somersaulted up and over the gap between buildings, landing deftly on the shear wall opposite his previous spot. His eyes immediately snapped to where he was once standing, being greeted with a large chunk smashed out of the rapport. He then saw the culprit, and his mood plummeted.

“Oh, me and my big mouth…”

Stood on the rooftop opposite him was the shape of a man. Most strikingly was the large, spiked prehensile tail attached to his back. 

Or, rather, the back of his  _ suit. _

Said man was completely decked out in some type of green robotic armor that covered him completely, wiith the exception of his face. His lower mouth and chin area was exposed, whereas the eyes had striking angular patterns around them. Not too dissimilar from his own mask, Spider-Man thought.

“Okay, okay, I’ll bite. Who are you supposed to be? Let me guess,” putting a finger to his masked chin. “Are you the… Green Grasshopper? The Maniacal Mantis? Wait, I’ve got it! The Jazzy Junebug!” he jeered, crossing his arms triumphantly. His one-man audience, however, made no immediate reply. He simply perched himself on the same rapport he had just smashed, growling with fury.

“Heh. Funny.” said the man in green, tail whipping beside him. 

“What, not a fan? Come on, those were pure gold! I just set up like, three new supervillains in one go.”

“The name’s Scorpion,” his tail pointed at Spider-Man, “and it’s the last name yer ever gonna hear.” 

The wallcrawler simply cocked his head. 

“Look pal, I respect the thought you put into your whole costume and identity, what with scorpions being natural predators of the spider and all that jazz, but you have  _ got  _ to work on those one-liners. Do you have  _ any  _ idea how many times I’ve heard that on-”

Surprising no one, Spider-Man was interrupted. The Scorpion’s tail fired some sort of glob at the hero, who deftly dodged out of the way by scurrying along the wall. 

The glob made an impact, and immediately began burning and eating through the very brick and foundation of the building. It didn’t take a genius to figure out he was carrying some kind of powerful acid in that cannon. 

“Just cutting right to the chase, huh? Fine by me!” Spidey retorted, leaping back across the street. He landed about ten feet away from Scorpion, and immediately fired a shot of webbing straight at his tail-blaster. 

His aim was as true as ever, and the opening was immediately sealed shut. Scorpion merely laughed, aiming at the webslinger once more. Another glob of acid shot out, tearing through the webbing like thin paper. Spider-Man flipped out of the way, sighing as he landed. 

“It was worth a shot, right?” 

“Yeah,” Scorpion said. “How ‘bout a few more shots?” punctuated by two more blasts of acid, which were both dodged with ease. 

“Y’know, maybe you shoulda’ spent a bit longer at the shooting range with that thing.” 

Scorpion grunted in anger. Clearly, the vigilante’s snappy quips were starting to get to him, which was a clear sign he should keep going. 

“I mean, it is  _ BLINDINGLY  _ clear you couldn’t even hit the broad side of a barn!”

Scorpion responded with another shot of acid and a loud groan of anger. “Quiet, you bug…”

Spidey leaped out of the way, sticking to the side of the rooftop’s nearby water tower. “You’d have a heck of a time shooting fish in a barrel! Or should I say spiders in a barrel? Ah, whatever,” throwing an exaggerated dismissive wave, “you couldn’t hit  _ either! _ ” 

Again, Scorpion fired a blast of acid, shearing open the side of the tower just as the hero flipped away. Water began rushing out, splattering onto the roof below it. “Shut… up…. Shut UP!”

Spidey shook his head. “Sorry, no-can-do. Doctor says my head’ll explode if I don’t get all these words out. You don’t mind though, do ya? I think you’re eating it right up!” 

Scorpion prepared to blindly fire another blast in rage, before his head suddenly perked up; something grabbing his immediate attention. This fact did not go unnoticed by Spider-Man. He appeared to be listening for something, eyes squinting in focus. His tail then relaxed, lowering back beside him. A sadistic smile formed on his face.

“Heh. I shoulda known you’d pull that trick… it ain’t gonna work on me, though.”

_ “Was Scorpion zoning out on me, or is there some kind of radio in that chrome-dome helmet of his?”  _

“Aw, are you sure? Not to toot my own horn or anything, but I thought I was doing a pretty stand-up job.” Scorpion kept his grin and approached, tail in tow. 

_ “Darn. Guess I’m not gonna be able to bait him into any more slip-ups. Not right now, anyway…”  _

Suddenly, Spider-Man leapt forward with a flip, aiming a kick at center-mass, which landed.

Pain shot up his leg almost immediately. He suffered through it, regaining his footing and kicking off Scorpion as a springboard, landing back almost exactly where he started from. 

_ “Man… that’s gonna hurt to walk on for a while… have I learned NOTHING from Beaky’s backplate?!” _

“Geez, what’s that stuff made of? Feels like it’d give Wolverine’s  _ skeleton  _ a run for its money.”

“Not so cocky now, huh? You got no way a’beatin me, punk.”

“Oh, I think I’ve got a few…” In a flash, Spider-Man fired both weblines at the Scorpion’s ankles, intending to topple him with a quick pull. 

Not a moment later, Scorpion’s tail whipped and severed both strands. The arachnid fired back by leaping into the air with a dramatic flip, intending to catch Scorpion off guard, which looked to work. In that brief, microscopic instant, he fired another blast of webbing, this time at Scorpion’s face. 

He shouted in anger, suddenly and quickly blinded by webbing. Obviously, his tail would be a bad choice for tearing this specific blast of webbing off, so he took to clawing at his eyes with his hands. Moments later, the webbing was gone, and so was the wallcrawler. 

Not gone for long, though, as Scorpion suddenly felt a weight on his back.

“I’m sorry, Mr. Scorpion,” the vigilante taunted. “...but the tumor’s malignant… we have no choice but to  _ AMPUTATE! _ ” he punctuated with a hefty groan. 

_ “Is that spider creep trying to tear off my tail…?!”  _ Scorpion thought in a panic. 

He felt the metallic plating and fastening on the suit start to creak and give way, and he knew he had to act fast.

Wasting no more time, he flung his tail back and forth, trying to shake the bug off. 

The tail hit the ground with a loud  _ crack,  _ and Spider-Man hoped that was the pavement and not any of his bones. 

_ “This Scorpion guy’s about as strong as Venom…!” _

Still, he held on with all the strength he could muster. After two more powerful  _ thuds,  _ he could keep his grasp no longer, and was launched a small distance across the roof, rolling sideways to a painful halt.

Spidey let out a groan, shakily rising to his feet, having just suffered a rough battering. 

“Maybe you should start charging for rodeo rides on that thing.”

Scorpion spat out a laugh. 

“Maybe I’ll just charge attendance at your funeral instead.” 

He then lunged at Spider-Man, intending to smash him overhead with his tail. Despite his injuries, the hero had one last gambit left. 

He leapt at Scorpion, twisting to the side just in time to dodge the tail. The moment he heard the concrete shatter beneath it, Spider-Man threw a right hook for Scorpion’s jaw, now left wide open.

_ CRACK! _

Direct hit.

Scorpion reeled back in pain and anger, wildly backhanding at Spidey, who unfortunately couldn’t dodge in time. He was launched once more, crashing directly into the water tower from before, which hopelessly shattered and collapsed right on top of the poor hero. The remaining water cascaded out and onto the rooftop just below it with a loud crash.

The greener, angrier arachnid finished clutching at his face in pain, now seething in rage. He effortlessly leapt up to the water tower platform, shoving aside the shattered and bent tin without a thought. Spider-Man lay helpless on the platform, soaking wet and sputtering.

“H-Heh… how’d that song go…? Down came the rain and all that…” Scorpion merely groaned animalistically. 

“I’m gonna kill you, bug. Ain’t no more games.”

_ “Well, Pete old buddy… looks like the spider succumbs to its natural predator, huh? It’s kind of poetic, in a way…” _

Scorpion raised his tail high, intending to impale the paralyzed superhero with it.

_ “Just… wish I got to see Gwen one last time…” _

The tail shot forward like a bolt of lightning, and then… 

_ ZZZZZZAP! _

Followed by loud screams of pain.

Spider-Man forced his eyes open, utterly confused. He wasn’t dead… was he?

His vision focused, and saw Scorpion was being… electrocuted? By what? Or  _ who?  _ A hundred questions raced a mile a minute through his head, but it seemed he wouldn’t be getting answers just yet. 

Scorpion shouted, clutching at his head, and just as fast as it started the electrocution stopped. He knelt, gasping for breath.

He then snapped away from the vigilante, quickly leaping away and leaving him sprawled out on the elevated platform. 

Spider-Man weakly propped himself up on his elbows, trying to see where Scorpion ran off to.

“Did… Did I win?” he said to no one but himself.

His head then fell back, as he quickly lost consciousness.

\---

The claw pierced the exterior of the building as easily as stabbing through cardboard.

Scorpion then stopped, taking a moment to catch his breath. He remained there, hanging from his claws, high above the streets below. He wouldn’t have much time to think, however. The on-board headset in his helmet clicked to life, and Spencer Smythe’s voice followed.

“Gargan, you utter  _ fool… _ ” Scorpion grimaced, quickly feeling anger rise yet again.

“Our deal  _ specifically  _ mentioned that you are  _ NOT  _ to kill Spider-Man. Have you forgotten that?!”

“No, I haven’t,” he barked. “Just got… caught up in the moment.” His eyes closed as he took a deep, clear breath. His thoughts then bounced back to the taser seemingly installed in his suit. “How come you never said nothin’ ‘bout the shock collar in this thing? That thing coulda’ killed me!” 

Smythe was silent for a moment. “We had to make sure you would remain… obedient. There was no predicting how the…  _ procedure  _ would affect your mental faculties.” 

“Mental faculties…?! Just  _ what _ did you freaks  _ do  _ to me?!”

“Now, now, Mr. Gargan. I assure you, the test was a resounding success. We’ve compared your brainwave patterns from before and after the procedure and found virtually no differences!”

Scorpion scoffed. “Virtually, huh? You’re sayin’ somethin’ did change.”

“Yes,” Spencer sighed. “But not exceeding expected ranges! You’ve undergone a major treatment, my friend. Some residual… trauma, is to be expected, for the time being.” 

“...Fine,” he sighed. “Whatever you say, Smythe.”

“Now then,” Smythe cleared his throat. “Since Spider-Man has proven no match for the Scorpion, it seems we are clear to proceed with the next step of our plan.”

“Yeah… seems so.”

Scorpion hurled himself up and over the edge of the roof with ease, landing with a loud thud. He wasted no time in sprinting towards his new destination. 

\---

_ “Oh, man… just when I thought I could throw in the towel for today, I go and get the daylights beat out of me by some brand NEW psycho. Talk about Parker Luck…” _

He leapt from his web, perching upon the face of a wall. 

After waking up on the water tower a few hours later, he quickly searched for Scorpion, to no avail. He then figured he may as well go home for the night, before it got any later, lest Aunt May worry.

He was about 10 minutes from home now, though the beating he had taken was making swinging a bit of a difficult task. 

_ “Speaking of Scorpion… just where’d he come from? Tombstone’s in jail, so it can’t be him… Doc Ock is still locked up in Ravencroft with Eddie, so it couldn’t be him either…”  _

The wallcrawler racked his brain for a moment, grasping for answers..

_ “Phooey. Doesn’t matter where he came from, at least not right now. All that does is that I put him behind bars before someone gets seriously hurt.” _

He then sighed.

_ “First things first, I have to find out where he scampered off to. Which… might be difficult, judging by the lickin’ he gave me.” _

Shaking his head, he conceded. 

_ “Yeah, as much as I hate to admit it, I’m in no condition for a rematch. I should just head home, rest… and pray Scorpion doesn’t turn a bank into... goo, or something.” _

Minutes later, the young superhero made his way back to Forest Hills, touching down on that same familiar home he’d lived in for most of his life. Pulling his backpack off his shoulders, he quickly changed outfits, returning once again to the average unassuming Peter Parker. 

He dropped down on the path leading up to the front porch, and sauntered down it.

“I’m home, Aunt May,” Peter called, opening the door.

“Ah, Peter dear, you’re home just in time for dinner,” she called from the kitchen. 

Peter felt his stomach grumble as he shut the door behind him. 

_ “That’s what I get for skipping lunch, I suppose.”  _

“Why don’t you go ahead and wash up first? It’ll be ready in just a moment.” 

Peter had no objections, trotting up to his room to drop his pack off before turning and heading to the bathroom. There, he turned the faucet to full blast just before splashing his face twice. He took a long look at himself in the mirror.

_ “You can’t even  _ tell _ that Scorpion wiped the floor with me earlier today.”  _

It wasn’t the fastest thing in the world, but Peter  _ did  _ develop an enhanced healing factor along with his bevy of other spider-like abilities. Healing faster is a good thing in itself, but it also helps him hide evidence of any battles from his friends and family, which he was also very thankful for.

Healing factor or not, he could tell that he needed to rest. That, and eat. He was, in fact, starving.

\---

Tucked away somewhere hidden, an elevator  _ hissed  _ and slid open.

Inside stood Spencer Smythe just beside the Scorpion. They quickly filed out, entering the room before them.

Scorpion was here just once before; it was Smythe’s hidden lab. It was large, quite large, with a slick modernist appearance. Smooth, brushed metal was everywhere. 

Countless counters, workbenches, and tables were all over, each with their own heaping of tools, gutted electronics, or chemicals. Beyond that, far in the back of the room, were four large open areas, all empty, save for one. It housed a large opened chassis for… something. Scorpion had no idea what, and he didn’t really care to ask.

The two continued walking, reaching the area they had used previously. The younger of the two men stood in the center of a large fixture, and a pair of robotic tool arms dropped down, controlled by Smythe from a terminal about ten feet away. The arms set to work quickly, beginning the disassembly process for Scorpion’s armor. 

“You’ve done well today, Gargan.” Smythe mused.

“All targets ransacked, no casualties, neither police nor civilian… you’ve done exactly as we’ve asked.”

Scorpion, now almost Gargan once more, scoffed slightly. “Yeah.”

“Is something troubling you?”

“I ain’t a fan of that shocky thing in my suit.” 

Smythe winced, ever so slightly.

“My sincerest apologies, Gargan. It was merely a safety measure, should you or... whoever we chose, decide to ignore our deal.” Gargan’s expression remained steadfast.

Smythe exhaled. “I’m no fan of it either. Though, I do believe after we finish the next phase of our plan, there will be no need for such a device, and I will be more than happy to remove it. Does this sound appealing to you?”

The former private eye mulled it over for a moment. “Yeah. No complaints from me, the sooner the better.”

Smythe smiled warmly. “Good, good. Just as soon as we complete our work, it will be removed post-haste.”

“Yeah… now, if ya don’t mind, I’m goin’ home to get some shuteye.” Gargan then began walking toward the elevator.

“By all means, rest up. You’ll need it,” Smythe called after him. The elevator door shut behind Gargan, and he was quickly gone.

Smythe’s warm demeanor quickly faded. 

“Such ignorance… disrespect... I do hope this is over rather quickly,” he scoffed.

With that, Smythe set back to work on his latest project.

\---

“Master Harry?”

Bernard’s voice shook Harry from his thoughts as he stood, staring idly out the window in his room. 

He turned his head towards his door. “Yeah?”

“Dinner has been prepared. I recommend you eat something.”

“That’s… Thanks. I’ll be out in a minute.”

“As you wish, master Harry.” The butler then shut the door behind him, leaving Harry alone once more. He shook his head, covering his eyes. 

Harry was deeply conflicted.

He was upset and hurt that his father had died, obviously. And yet… he couldn’t help but feel deep down that things wouldn’t change too much for him.

He had already grown accustomed to Norman’s frequent absences, never being there when it truly mattered. Or being there at all, honestly. So on that front, Harry felt he could weather the storm well enough. 

But then… back before everything… even if his dad  _ wasn’t  _ there, he still knew he’d get a chance to see him again later, right?

Well, not anymore.

Harry drug his hand down his face.

He felt alone now more than ever.

Sure, he still had Gwen, but… he knew it was spiraling fast, to say the very least. He knew the only reason she hadn't left him yet was out of sympathy due to having just lost his father. Harry made no effort to assuage her concerns, though. 

In fact, he intentionally used Norman’s death to guilt her into staying with him.

Harry’s brow tightened a bit.

_ “Am I no better than my father? Using his death just to… manipulate Gwen?!”  _

He sighed, hard. 

And then, there was Peter.

Peter Parker…

Harry wasn’t sure if it was just the fact that Peter was plotting with Gwen to have her break up with him, but something about him was rubbing him the wrong way lately. He just couldn’t put a finger on it.

_ “Whatever,”  _ he figured.  _ “Why should I have to apologize? They’re in the wrong here. I’m doing my best to manage, just like always. I don’t need them.”  _

His face went blank again, exhaling. He was done thinking for now. The teen made for his door, now ready to have dinner.

\---

Back at the Parker household, a restless Peter found himself unable to sleep. 

He had a full meal (extra full, thanks to May insisting on dessert) and showered, making him feel like a brand new man. It didn’t do much to quell his racing thoughts, unfortunately. Peter flipped to his other side, eyeing his alarm clock.

_ 12:00.  _

He sighed, sitting up in bed. 

_ “Doesn’t look like I’m gonna be sleeping for a while… good thing it’s Friday, I guess.” _

He casually rolled out of bed and into a handstand, continuing the roll until he was standing rightside up again. Rubbing his eyes, he kept thinking, and thinking. 

_ “That Scorpion guy… It's clear as day he was being guided by someone. Not to mention, they’ve got him on a pretty tight leash, what with that shocking system and everything.” _

Peter still had no clue who was the one holding said leash, so he didn’t even bother going with that train of thought. Instead, his eyes trailed to his desk as he boarded a different train.

_ “You know… I  _ have _ been fiddling with this radio-wave tech for a while,”  _ he thought, idly thumbing through the various parts strewn across his desk.

_ “Maybe I can whip something up to intercept those signals… and maybe even take control of that shocking device.” _

He wasted no time in getting to work. Taking apart various gadgets and household items, soldering wires, gluing and screwdriving… Peter’s brilliance was rivaled only by his sense of responsibility, and so mere hours later, he had managed to finish a somewhat bare-bones prototype. 

Between his fingers, he held a quarter sized electronic device before his eye, staring intently.

_ “All right little guy… Let’s see if I’m still as sharp as I used to be.” _

Leaning over, he then held the device a few inches away from his desk lamp, slowly inching it closer, and closer, until....

_ DINK!  _

The attached magnet’s force took over, quickly snapping onto the metal base of the lamp.

_ “All right, the magnet’s working fine. But now, the hard part…” _

Peter stood from his chair, wearing his utility belt, though with one new notable addition: a small control set, fitted with a button and a twist-knob. Cautiously, he pressed the button, and…

An LED on the device attached to the lamp lit up yellow, and-

A harsh  _ beep  _ emitted, indicating failure to detect a suitable signal. 

_ “Well, looks like the remote control connection works. But there’s no real way of knowing if the signal hijacker does until I can try it out in the field...”  _

Regardless, Peter smiled, feeling quite proud of himself. No matter what radioactive creature bit him, he’d always be a scientist at heart. 

_ “It does look a bit… rough, but I guess I’ll have to invest in spider themed branding some other time. Right now, I’m beat.” _

He checked his clock again, totally oblivious to the passing of time until this very moment.

_ 2:47.  _

A yawn escaped him as he stretched. 

_ “Guess that’s one way to fight off insomnia,”  _ he thought. He unhooked his utility belt, placing it back on his desk, just beside the small pile of dismantled electronics and items. 

He collapsed into bed, sleep finding him a short time later.

\---

_ Knock knock knock! _

Peter bolted upright, suddenly being awakened by a harsh rapping at his door. 

“Peter, dear,” Aunt May’s voice called just beyond his room, “It’s nearly after noon. Are you ill?”

“Ah, no, Aunt May. Just had a long night, that’s all.” 

“Well, all right then. I wanted to let you know that Anna Watson and I are going out today, so I’ll be gone for a while. I left you some breakfast in the fridge to heat up if you get hungry.”

Peter couldn’t help but smile. No matter what life threw at him, at least he had Aunt May.

“Sure, Aunt May. You gals have fun, I’ll be just fine holding down the fort.”

“Call if you need me!” Aunt May said, her voice trailing off as she headed down the stairs. 

_ “I’m glad she seems to be enjoying things again, at least for right now. For a while, she was so worried about Harry losing his dad. She knows how close we are.” _

He caught himself.

_ “...Were, I guess. He’s been distant lately.”  _

Peter could tell Harry had been acting differently, and he wasn’t entirely sure if it was the death of his father, his newfound hatred for Spider-Man, or something else.

_ “Doesn’t matter. I’ve already wasted half the day, so I better get a jump on things as soon as I can.”  _

He decided he’d start by digging into the breakfast May had left him, and then he’d swing by the Bugle to drop off the photos he had just finished developing. 

After that, the hunt for Scorpion was on.

\---

The  _ hissing  _ of hydraulic machinery filled the air.

Gargan stood in place, the Scorpion armor quickly forming around him once more. Smythe stood ever vigilant at his terminal.

“You remember what to do, don’t you Gargan?”

“Yeah,” he hissed. “Hostage situation.”

“Exactly. Buy time until we can send in the...  _ cavalry." _

__

Gargan, now Scorpion, laughed once. “You got it.”

__

__

\---

__

__

Once again, Spider-Man found himself web swinging through the city, now headed towards the Bugle. Stopping a petty mugging just minutes before had given him a bit of a second wind, and he now felt more than ready to take on the Scorpion. 

__

His final webline fired out, hitting the corner of the Bugle’s roof. Spidey deftly swung all the way up and over, letting go to land squarely on the roof with ease. He paused for a moment, checking the contents of his satchel.

__

He retrieved the manilla envelope, fingering through the photos.

__

_ “Yup, the gang’s all here. Now, to make a quick delivery to one J. Jonah Jameson for some cold hard cash…” _

__

The wallcrawler wasted no time in pushing open his favorite vent, quickly and quietly sneaking into the ducts. His memory served him, taking two rights then a left, and he popped out right in the men’s bathroom.

__

A quick change to Peter Parker occurred, and the young man soon exited the bathroom, photos in hand. He strode down the hallway, spring in his step. His hand reached for the door to the Bugle offices, and-

__

_ “Spider-Sense? Here? Now?!” _

__

Peter quickly focused, peeking through the glass door, and surveyed the office.

__

There was a small instant that everything appeared to be in order; people typing at their desks, filing around the office, papers in hand. 

__

And yet, the moment he looked in through the glass, he witnessed a shape come crashing straight through one of the side walls. The dust quickly settled, revealing none other than... Scorpion.

__

The armored arachnid stood, unfurling his tail wickedly, eying the horrified and helpless staff. He then spoke, loudly demanding only one thing;

__

“Where’s Jameson?”

__

Peter quickly darted away from the door, finding the nearest window. As fast as his hands would move, he shed his street clothes, quickly re-revealing his trusty red and blue costume. 

__

His garments were stuffed in his satchel, dropped just by the window, and Spider-Man then dove headfirst out of it. He shot a web, his momentum flinging him up towards the entrance Scorpion had just so graciously provided. His arc went a bit over as he planned, and he landed safely on the wall just above the opening. 

__

Fortunately, he was just in time to see Scorpion fling a few helpless desks to the side before stomping angrily through Jameson’s incredibly expensive glass partition. He quickly swung in, using the top of the gap as leverage, flipping and landing aptly on one of the desks still left standing. 

__

He followed the Scorpion-shaped hole in the door, and saw said villain threatening a  _ very  _ unhappy looking Jameson. Scorpion’s tail flicked out, pointing directly at the peeved publisher.

__

“How’s it feel to be the little guy now, huh?” Scorpion jeered. “Consider this payback for firin’ me.”

__

Jameson merely gritted his teeth, eyes darting back and forth, searching for any possible escape. 

__

It wasn’t meant to be, however; Scorpion’s tail came to life, and-

__

_ THWIP!  _

__

A glob of acid tore a hole through one of Jameson’s many cherished awards hung high on the wall.

__

The supervillain quickly whipped around in anger.

__

His eyes met with Spider-Man, who had just yanked his tail off-course with a well-placed webline.

__

“Now now, let’s not get ahead of ourselves, gentlemen!”

__

Jameson wasted no time in sticking a finger at the webslinger. “A- **HA!** I  _ KNEW  _ YOU TWO WERE IN ON THIS TOGETHER! WHY _ ELSE _ WOULD HE ATTACK THE BU-” 

__

A quick blast of webbing sealed his mouth shut.

__

“Why don’t you let mom and dad talk this one out, JJ?” 

__

Scorpion merely stared in silent fury. 

__

“You… How are you- WHY are you here?! Killin’ you ain’t part of the plan!” 

__

“Well, I was just in the neighborhood and figured I’d stop by and give Jonah a quick wedgie. Looks like you’ll have to do instead.”

__

The armored intruder screamed in rage, and blindly charged at Spider-Man, who crouched to the floor in preparation. 

__

_ “I’ve only got one chance at this… I gotta make every move count!” _

__

At the last possible instant, Scorpion went for another overhead tail smash, echoing their previous encounter.

__

Spider-Man dodged effortlessly, flipping and twisting up into the air. With surgical precision, a shot of webbing stuck the appendage to the ground.

__

Spidey followed through with the arc of his jump, attempting to get in range of Scorpion to place the radio-device. Expecting Scorpion to focus on freeing his tail he was so reliant on, he figured he’d have a clear shot.

__

_ WHACK!  _

__

Also like last time, Spider-Man tanked a new backhand, flinging him into the opposite wall. He shook it off and regained footing just in time to see Scorpion’s tail break free. 

__

_ “Oh, come on… I guess he’s even MORE on guard now…” _

__

The hero’s eyes darted around the office once more, looking for something to help him turn the tide in his favor. He couldn’t see anything, except-

__

_ “Jonah… Oh, I just might have an idea forming…” _

__

Spider-Man refocused on Scorpion, firing a quick volley of webbing from his perch upon the wall. All were direct hits, though they were quickly shredded with his sheer strength. The wallcrawler dropped to the floor, quickly grabbing and flinging an upturned desk at his opponent. 

__

Scorpion’s tail slashed through it like butter. Though he quickly noted Spider-Man vanished.

__

“Where are you, bug?!” he shouted, turning to scan the entire office.

__

Jonah was huddled behind his desk, stabbing at the webbing covering his lips with a pen when something landed just behind him. A quick tap on his shoulder made him turn, and before he could  _ attempt  _ to shout, Spider-Man ripped the webbing off in the blink of an eye. Jonah clutched his mouth in pain.

__

“Look, Jonah, no time for arguing. You’ve got a big mouth; almost as big as mine. I need you to put it to use, do whatever you can to insult him, make him mad, get him off his game so I can get in close and beat him, got it?” 

__

For a moment, Jonah’s immediate instinct was to shout, berate the vigilante, the works. But he then thought how his employees were all currently cowering in fear, weighing the complete danger they were in.

__

“Fine. I’ll do what I can.”

__

Spider-Man gave a quick nod, and backflipped back through the gaping hole in the door. 

__

Scorpion was interrupted by a small pencil holder hitting the back of his head, once more making him lash around to face the culprit. Sure enough, there sat Spider-Man perched on a desk, arm outstretched. 

__

“I’d say I earned a prize or two, but you’re such a big easy target it’s just no challenge.” 

__

Scorpion grunted and fired back with a quick blast of acid. Spider-Man leapt high, soaring across the room as the villain’s eyes trailed him. What he didn’t notice, however, was the vigilante yanking hard on a webline in each hand.

__

Aided with his momentum, Spider-Man sent the desk he was on moments ago crashing directly into Scorpion’s back, knocking him face first to the floor. 

__

Jonah, witnessing the events play out before him, couldn’t shake the feeling that he’d met this guy before. 

__

_ “What’d that freak say…? Payback for… firing him?”  _

__

Realization hit Jameson quickly as he put the pieces together. 

__

It was Gargan, disgruntled and back for revenge.

__

Jonah wasted no time putting this revelation to good use, however.

__

“Gargan, you absolute  **MORON!** ”

__

The former private-eye stopped for a moment, head slowly turning behind him.

__

“What did you say to me, Jonah?”

__

Jameson simply laughed. “You heard me, punk! Don’t even PRETEND like you didn’t! You lousy, no good, third-rate private sleaze! It’s no surprise you fell out of work and had your whole name tarnished, considering how you couldn’t drum up a single useful bit of information in an entire month! Why, there’s no doubt in my mind that the coffee boy would follow a trail better than you!”

__

Scorpion’s eyes went wide, jaw dropping further, rage growing higher. The insults and berating just  _ wouldn’t end,  _ and it ate deep at Scorpion, no, Gargan.

__

Even Spider-Man had to admit he was impressed by what Jonah was dishing out, secretly crawling into position directly above Scorpion. 

__

“Just what were you planning to do here, you green geek? Kill me as petty payback? Hurt my staff? The only thing you’ve ever managed to kill was the chance of your life EVER going back to normal, you overgrown insect! I’m not gonna stop until every citizen in this city knows that Mac Gargan turned himself into a big whiny clown in a COSTUME!”

__

Scorpion shouted in fury. “ENOUGH! YOU’RE DEAD!” He prepared to lunge straight at Jameson, and-

__

Spider-Man dropped directly on top of him, catching Scorpion completely off guard. 

__

Jameson grinned.

__

_ DINK!  _

__

Scorpion flung the hero off with ease, who recovered mid-air and perched upon a wall. 

__

“Well, here goes nothing…” Spidey said to himself, lifting the top half of his costume to quickly press the activation button on his utility belt.

__

Suddenly, Scorpion heard a beep on his suit. A beep he was unfamiliar with. His eyes darted left and right in uncertainty, hands patting down the exterior of his armor in a fervor. 

__

“Smythe? SMYTHE? What is that noise?!”

__

Static was his response.

__

“Hey, Scorpion!”

__

His eyes snapped up, quickly latching onto the hero hanging from the wall.

__

“You ever read “The Kid who Ate Fried Scorpions?”” 

__

Spidey twisted the knob on his belt, and that was the last thing Scorpion saw before countless hundreds of volts surged through his armor, and into him. His muscles seized, shaking violently as he screamed in agony, until his body gave out, dropping to his knees.

__

Spider-Man eased off the voltage, and Scorpion fell face first to the floor, now hopelessly unconscious. He then wasted no time in landing down beside him, grabbing onto his tail with both hands.

__

He struggled and groaned as he tugged with all his strength. “You won’t be needing…  _ THIS...  _ anymore!” 

__

The sound of metal shearing and snapping echoed through the office, as Scorpion’s stinger was finally removed once and for all. In one quick motion, the young hero stuffed the severed end of the tail down the firing chamber.

__

“That takes care of that,” he said, dropping the appendage to the floor. He turned, seeing Jameson approach. “Say, it almost sounded like you knew this creep a minute ago. Got... any leads?” Jameson scoffed in response.

__

“LEADS?”  **HA!** As if I’d  _ EVER  _ help you!”

__

“But… you just did, like, two minutes ago.”

__

Jameson stuttered. “Ah, well, that’s different. A necessary sacrifice to save my helpless staff.” 

__

Spider-Man shook his head and sighed. 

__

“Well? What are you waiting for, you crook? Scram, and take him with you before I have the police string you up by your webs!” 

__

The vigilante lifted his unconscious opponent over his shoulder in a fireman’s carry. 

__

“Have it your way, Jonah.” He trotted to the edge of the gap, ready to leap down to the small collection of police interceptors on the street below, but stopped and turned back.

__

“And you can consider our  _ truce _ over, flat-top!” 

__

He then dropped straight down, dodging another of Jameson’s angry rants just in time. 

__

Catching himself at the last moment with a webline, he slowed safely, landing by the rear end of a maximum security SWAT van and its operators. 

__

“He took a pretty big zap back there,” Spider-Man said. “You should have plenty of time to get him locked up in the Vault.” The armed men nodded in acknowledgement, and two more moved to lift the incapacitated Scorpion into the back, with noticeable effort. 

__

The doors shut with a loud  _ CLUNK,  _ and before any police officers had the chance to question him, Spider-Man was long gone.

__

Minutes later, that same vigilante returned to his discarded satchel to retrieve it.

__

_ “I gotta say, not only did my radio interceptor slash signal hijacker work, I took care of Scorpion pretty handily. Then again, I probably won’t be able to sell off these pics for a while, considering how the Bugle just got ransacked…” _

__

It  _ was  _ a bummer, but considering just how smoothly everything else had gone today, Spidey felt like he could live with it. 

__

__

\---

__

__

It was a slow business day at the Silver Spoon, that much was obvious. 

__

Though to be fair, it was a bit of a slow day  _ everywhere,  _ as far as she could tell.

__

The young girl sat at the counter, idly trailing her spoon around the bottom of her drink.

__

“You uh, need anything else?” She looked up, meeting the gaze of the kind barista.

__

“I’m just fine,” she replied with her smooth, sultry voice. The barista simply nodded with a polite smile, and moved on down the counter to the next waiting customer. 

__

“Fine might be a bit optimistic, I guess…”

__

She didn’t have too much time to ruminate, however. The jingling of the doorbells alerted her to the debut of one rather pleased looking Peter Parker. Immediately, she felt her mood inflate, even if it was only a slight amount.

__

_ “What do you know? Things might be just a little bit more interesting than I thought…” _

__

Their eyes met, and they exchanged a friendly smile as he strode up to the counter. 

__

“Heya, MJ. I didn’t expect to see you here.” 

__

The young redhead tilted her head to the side. “Aw, aren’t you glad to see me?”

__

“Of course I am, why wouldn’t I be?” he replied, his intentions entirely polite and innocent.

__

A sly smile graced her lips. “Thank goodness, I thought my charm was starting to wear off…”

__

He rolled his eyes jokingly. “Ever the kidder, MJ.”

__

“You know me, tiger. I just can’t help myself.” She paused for a brief moment. “So, what brings you here? Early for a hot date with someone  _ special?”  _

__

Peter gave a sad smile. “Not quite yet. Not for a while, if I had to guess.” 

__

MJ’s interest rose as she sat up, deciding to pay more attention. “What makes you say that?”

__

“Well,” he sighed. “You know... Harry just lost Norman and there was all the Goblin stuff, so it’s kind of hard on him right now. Gwen doesn’t want to make things worse for him.” 

__

MJ didn’t look surprised.

__

“Ah, that’s what I expected. I haven’t known her nearly as long as you have Pete, but I can tell she’s got a real pure heart.”

__

“Yeah, you could say that again.”

__

She didn’t fail to notice the slight drop in his demeanor. She’d become a master of reading body language.

__

“Hey,” she said softly. “Chin up, tiger,” lifting his chin with her finger. “I’m sure things will work out for you. All three of you. I know how close you all are.”

__

Peter smiled warmly. MJ was rare to be genuine, so he knew it was important when she was.

__

“Thanks, MJ. That means a lot to hear.” 

__

A small, comfortable silence filled the air as the two sat peacefully, before Peter decided to continue the conversation.

__

“Not to be rude, but you seem a bit glum yourself.” 

__

A bittersweet smirk crossed her face. “That obvious, huh?”

__

“Stirring your drink idly and sitting alone really sold it.”

__

She gave a small laugh just before taking a breath. 

__

“Mark and I split up,” she said rather bluntly. Peter looked more surprised than she did.

__

“Whoa, really? I’m… sorry to hear that. I thought you two were really serious about each other.” 

__

“So did I. That’s usually my luck with relationships, though. It’s why I try not to get in any.”

__

Peter was quiet. He really didn’t have any advice to give or anything meaningful to say, as much as he’d like to help.

__

“Sorry about that. I didn’t mean to make it so depressing,” she said with a smile. 

__

“Don’t apologize, it’s fine. I just… wish I had something to say. I’m sure you know I’m not the most experienced with relationships and stuff.”

__

“You don’t have to say  _ anything,  _ tiger. The fact you actually listen makes all the difference.”

__

“Well, when you put it like that… I guess so.”

__

Another peaceful quiet came between them, however, it remained unbroken until the barista came to ask Peter for his order.

__

A short time later, the two were enjoying their drinks and making friendly smalltalk, just like nothing was wrong. When the time finally came for Peter to head home, MJ’s mood had seen a dramatic improvement.

__

For that, she was very thankful.

__

__

\---

__

  
  


__

“Mr. Fisk, I assure you that-”

__

The behemoth held up his palm, stopping him. “It was an unexpected interruption. Despite Spider-Man’s sudden interference, I have lost no faith in your brilliance, or our plans.”

__

Smythe was a bit… taken aback. He was no stranger to seeing Fisk fly off the handle in rage, but it seems that the Kingpin was in a good mood. For now.

__

“We will simply take a step back and readjust our plans. We  _ do  _ have all the time in the world, after all. And I  _ am  _ playing a long game,” he finished with a smirk.

__

“A-As you wish, Mr. Fisk. I’ll get to work on updating our current plans.”

__

“Most excellent. Do keep me updated.”

__

Smythe left Kingpin’s office, mind running rampant attempting to alter their schemes to suit the new circumstances they found themselves in.

__

__

\---

__

__

Peter strode down the sidewalk happily, not a care in the world.

__

He wasn’t far from home, within just a minute or two of the old familiar abode, and he was more than ready to call it a night. Between taking out Scorpion and going on his usual patrol, the young man was starting to feel fatigued.

__

Not to mention, all that caffeine he had at the Silver Spoon was just wearing off and causing a major crash.

__

“I’m home,” Peter spoke through a stifled yawn. 

__

Aunt May sat on the couch, knitting peacefully, television set switched on.

__

“There you are, Peter. I was beginning to wonder where you got off to.” 

__

“Just had some errands to take care of before I hung out at the cafe for a while, that’s all.” 

__

He headed for the kitchen to grab a quick refreshment.

__

“How was your day, though? Did you and Ms. Watson tear up the town?”

__

May gave a quick incredulous laugh. “I should  _ hope  _ not! We just took a bit of a shopping trip is all. Oh, that reminds me! I picked up an extra toothbrush for you, just in case.”

__

Peter peeked over the fridge door. 

__

“Toothbrush?”

__

“Why, for your trip? Surely you haven’t forgotten?”

__

“My tr-” Peter’s eyes went wide. “My  _ TRIP… _ ” 

__

_ “Yup. I forgot.”  _

__

Peter’s hand hit his forehead.

__

Aunt May gave a reassuring smile. “Ah, it’s no worry. There’s still two whole days to pack and prepare, right?” 

__

“Yeah, that’s true. It won’t take long at all.”

__

_ “I can’t believe that slipped my mind. I was so caught up with Scorpion I forgot all about it.” _

__

Peter’s brow tightened.

__

_ “I really hope there’s nothing else I’ve forgotten...” _

__

A scant few hours later and after a generous serving of Romita’s delivery pizza, the young teen had begun packing his suitcase. The leather coating had a few scrapes and missing patches, but it didn’t matter to Peter. It held his stuff just fine all the same.

__

Another fifteen minutes passed, and he felt he packed every possible necessity for the trip.

__

_ “Multiple outfits, check… clean socks, check… extra web fluid, check… cell phone… cell phone, cell phone…”  _

__

He patted his pants down, searching the pockets for the phone. 

__

_ “Oh, please don’t tell me I lost it. I can’t afford an expense like-”  _

__

His eyes passed over his desk, and there he saw his trusty mobile device, exactly where he left it yesterday morning.

__

_ “Geez, talk about a near-death experience. Can’t believe I forgot it here for so long...” _

__

He stepped towards his desk and picked up his phone, opening it with a  _ click. _

__

_ “Might as well check my voicemail. Who knows what I could’ve m-” _

__

The flat, green screen came to life, and displayed a gut wrenching sight.

__

_ “Oh, you have got to be kidding me…” _

__

_ *4 MISSED CALLS FROM: Daily Bugle* _

__

Peter felt his blood turn to ice as he pressed play on the oldest message.

__

"PARKER! Need you to get some pics  _ PRONTO! _ ” Jameson’s voice blared over the tiny speaker.

__

“Some new costumed clown is tearing up a bank! Nobody else is available, so I’m relying on you here.  _ DON’T let me down!” _

__

Peter could hardly bring himself to play the following three messages. 

__

Yet somehow, he persevered, finding out that while he was knocked out cold in a random water tower, Scorpion had hit a bank, an office building, and a warehouse of some kind, ransacking them for seemingly no reason. 

__

Fortunately enough, there were no casualties, as it seemed Scorpion was aiming directly to destroy the properties themselves. 

__

_ “Well, that seals it. Next time Jonah sees me, he’s going to bite my head clean off.”  _

__

He exhaled deeply. It wasn’t the  _ worst  _ thing in the world, but it would definitely sour their already…  _ delicate  _ working relationship. 

__

Peter headed back to his suitcase, and tucked the cellphone in a small pocket. At any rate, he reckoned he was finished packing, and he could double check tomorrow evening.

__

The lid shut with a  _ clack,  _ and Peter read over the engrained initials. 

__

_ PROPERTY OF: Ben F. Parker _

__

Peter smiled nostalgically. 

__

_ “Miss you every day, Uncle Ben.” _

__

He then clicked both latches securely, and sat the case in his desk chair.

__

Afterward, he clambered into bed for some much needed (and much deserved) rest.

__

__

\---

__

__

Far down south, way out of the bounds of New York City, a duo of scientists were hard at work in their personal lab.

__

“Flip the switch, I’m getting good readings this time,” said the male, stationed at a computer terminal. 

__

His partner, his _wife,_ quickly obliged. Pulling hard on the switch, a machine spun to life, supercharging a set of chemical solutions sat snugly within the centrifuge. The electricity reacted with the chemicals, altering their structure significantly. 

__

The woman flipped the switch back off, and approached the machine as her husband quickly did the same. 

__

“How does it look?” she asks, removing her safety goggles.

__

“Promising. Very promising.” He placed a hand on her shoulder, though not his natural hand, or  _ arm  _ for that matter; instead, a highly advanced prosthetic. 

__

“I believe we’re onto a breakthrough.”

__

  
  


__


	2. Migration

**Notes for the Chapter:**

> Hi, everyone! I just wanted to thank everyone for the kudos and comments on the first chapter, and say that I truly appreciate it. I'm working very hard to create what I feel would be a worthy successor to this legendary show, so it's really reassuring and heartwarming to see people enjoying it. So, once more, feel free to leave any comments or criticisms you may have, and without further ado, please enjoy this chapter.

“Did you remember to pack your toothbrush?”

“Yep.”

“Your extra one?”

“Yes.”

“How about deodorant? Toothpaste, shampoo, all of the essentials?”

The boy smiled softly, clutching a stuffed-looking suitcase in his hand. “It’s all here Aunt May, I promise.”

“I’m sorry, dear. I just... can’t believe you’ll be getting on a flight to Florida within the hour… all alone…”

His aging aunt sighed gently as she stopped herself.

“I don’t mean to be a worrywart.”

Internally, Peter thought that couldn’t be further from the truth. Considering all that the two of them had been through over the past year or so, he felt she was being  _ remarkably _ lenient. 

“Trust me,” he said, “you’re not.” 

“Well, I suppose I’ll just have to trust your word,” she said, briskly striding towards the kitchen. It looked as though she remembered something she’d forgotten.

Peter seized this opportunity to quickly peek through the nearby window, eying up and down the street outside.

_ “Nope. Still not here.”  _

It was early in the morning and Peter was waiting anxiously, quickly tugging at his collar with his free hand.

_ “Honestly, part of me hopes Mr. Stacy’s car  _ doesn’t  _ show up. A car ride between me, Gwen, and Harry is probably the most awkward thing I can imagine since my freshman picture day…” _

Were the circumstances any different, he’d have no problem tagging along with them, but the love-triangle currently ensnaring the three was a definite wedge in positive relations. 

“Here, Peter.”

Aunt May’s voice snapped him out of his melodramatic musings, and he quickly turned to face her. His aunt then placed a gently wrinkled fifty-dollar bill in his hand, closing his fingers around it.

“You’ve given so much to help pay the bills lately, I thought you could use a bit of extra spending money for your big trip, dear.” 

He stared at his palm, shaking his head in disbelief, “May, I can’t-”

No sooner than the moment the words left his mouth had Aunt May begun staring intently at the boy. 

Gwen may have had her own trademark “look” she gave, but it held no contest to Aunt May’s.

“You can, and you will. Don’t consider for a moment leaving it here, either.”

He sighed, closing his eyes with a small frown. “Okay, I’ll take it.” He stuffed the bill carefully in his pocket, admitting defeat. 

“But you better believe I’m gonna bring you back the nicest souvenir money can buy!” 

May smiled warmly. “You use that money on whatever you like. As long as it’s safe, and  _ legal.”  _ Peter choked on air.

“M-May!” 

She laughed softly, a genuine laugh, and planted a large loving kiss on his forehead. 

“I’m only teasing, dear.” 

At that moment, she saw movement on the street, through the window.

“Ah, there they are, dear.” 

Peter quickly turned, peeking once more.

_ “Aww, shucks. She’s right, it  _ is  _ them…” _

He decided to bite the bullet and go out to meet them before his feet got any colder.

Peter opened the door, speaking as he left. “All right, I’d better not keep them waiting. I’ll call as soon as we get to the hotel, OK? Love you!”

He talked as he walked, and May could only watch as he waved, carefully placing his luggage in the trunk with the help of Mr. Stacy.

With one final wave, Peter sat in the backseat, car shutting behind him, and moments later they were gone.

May quietly shut the door, lingering for a moment.

She then found her feet leading her to a spot she’d become incredibly familiar with lately; the mantle, just above their living room fireplace. 

Her hand reached out, picking up one of many framed photos, and she held it gently as she stared wistfully.

It was a photograph of her, Ben, and Peter, the summer before he began high school. They all wore bright, shining smiles, and looked as though they didn’t have a care in the world.

“Oh, Ben…” Her fingers traced the expression of her late husband.

Tears gingerly stung at her eyes, and she couldn’t help but pat them away with her sleeve.

“I worry so much for our boy.”

\---

“So, Peter,” George Stacy spoke from behind the wheel.

The teen’s head perked up, eyes snapping away from the road.

“Uh, yes, Mr. Stacy?”

“That was great work in class the other day. Your paper over criminals and their so-called identities? Everyone at the station absolutely loved it.”

“Oh, well… thanks. I just thought it was a really interesting topic is all.”

_ “To be honest, it’s more like I was way behind on it and had to think of a topic fast, so I just stuck with what I knew…” _

The captain glanced in the mirror, meeting Peter’s eyes.

“You know, it was so detailed, you’d think you had a secret identity of your own.” 

The teen simply stared back in awkward silence, attempting to decide whether he should laugh it off, or reassure him that no, he wasn’t a career criminal. 

Or Spider-Man. 

“Dad…”

Gwen decided to intervene just in the nick of time, it seemed.

Her father then laughed in a friendly manner. “Don’t worry, I’m only joking with him.”

Peter simply smiled and laughed politely, doing his best to carefully navigate the current social minefield he found himself in.

Just in front of him, George continued speaking. “Really though, you did an outstanding job. Have you ever considered a position on the force?”

He felt a bit shocked. “Uh... Me? Join the police? Oh, no. You know me, I’m a total pushover. Absolute wallflower.”

_ “More like, wall “crawler.”” _

“There’s all kinds of jobs at the station, not just ones in the field. I’m sure you could find a perfect fit.”

“I’ll… definitely think about it, Mr. Stacy. But for now, I think I’m happy at the Bugle.”

Though Peter couldn’t see it, George smirked. “Ah, I understand. You want to enjoy your youth while it lasts, right? I couldn’t agree more. You’re only a young, care-free teen once after all.”

Peter smiled, humoring his statement.

“Dad, do you really have to grill Peter so hard?”

George, feigning exasperation, responded. “What do you mean? I’m just talking to one of my students about his future, that’s all.” 

Peter’s attention span quickly waned as Gwen and her father began talking amongst themselves about other things, and his gaze eventually shifted over to Harry, sitting opposite him in the backseat. 

Harry had hardly said an entire word the entire ride, only offering rudimentary “hellos” or simple one-word responses. 

He quickly looked back at Gwen and her father, making sure they were still focused on their own discussion, before turning back to Harry.

“Hey, Har… how’re you holdin’ up?”

Harry, who seemed almost entirely unaware of the events of the last 15 minutes, slowly turned in Peter’s direction.

“I’m fine. I’ll manage, dad or no dad.”

Peter frowned a bit. “Look, I… I know, how it feels to lose someone like-”

“Save it,” Harry cut him off.

“You had Aunt May and the entire school feeling sorry for you for weeks. I don’t have any-” 

He quickly caught himself.

“All I’ve got is Gwen.”

Peter’s brow furrowed, insulted over Harry’s thinly-veiled insinuation that the death of Uncle Ben was some kind of walk in the park for him.

More than that, the way he had to correct himself over Gwen didn’t escape him either.

Regardless, Peter decided to let it go. He remembered how upset and angry at the world he was after losing Ben, so he felt like he could cut Harry some slack.

“I know, Harry. I’m sorry.”

He paused.

“You’re my friend. I just want to help you.”

Harry was caught off guard. 

For a moment, it felt like Peter genuinely meant what he said. That he truly wanted nothing more than to help Harry through this hard time in his life. That he had no ulterior motive. That he was his  _ friend.  _

The young Osborn’s mind then snapped back like a rubber band, reminding him of how Peter and Gwen had plotted to leave both their partners for one another. 

Of course, neither Peter nor Gwen knew that Harry knew about that, and he intended to keep it that way for now.

Regardless, Harry figured he should play along. Didn’t want to make it  _ too  _ obvious that he knew.

“Thanks, Peter. I just… don’t want to talk about it right now.”

The boy beside him glanced over, just for a moment, and nodded silently.

_ “It’s a start, at least. Maybe there’s hope to salvage our friendship yet.” _

Peter then sat his chin squarely in his palm, gazing longingly out the window as the buildings and scenery of Queens passed him by. He found himself lost in his thoughts, soon wondering how his first vacation post-spider bite would finally feel. 

Time passed, and the Stacys’ conversation peacefully died down. Gwen tried to make polite smalltalk with Harry, though she met a fate much the same as Peter’s. She silently resigned to leave him with his thoughts, and her eyes traced over towards the other guest in the backseat.

Peter looked over his shoulder for a moment towards Gwen, and their eyes met. 

They shared a bittersweet smile, seemingly both in agreement there was nothing they could do for now.

She then hesitantly turned away, facing forward once more, and Peter did the same, looking through the window he’d become incredibly familiar with.

Eventually, the car pulled up to the curb of the Kennedy airport. Not too far from the entrance, familiar students and teachers from Midtown could be seen, gathered in a small group.

“Well, here we are people.” 

The metallic sound of seatbelts unfastening filled the car, and George faced Gwen.

“Gwen, honey, be safe, call if you need anything,” embracing his daughter in a quick hug. She assured him that she would, and then exited the car to stand beside Harry at the window.

Peter reached for the door just as Mr. Stacy continued.

“Say, why don’t you two go ahead and meet up with your class? Peter and I can get the luggage.”

The young hero, caught off guard, looked at Mr. Stacy in slight confusion. 

“Um, sure, dad. We’ll be waiting.” Gwen grabbed Harry’s arm, and the two walked off to join their classmates. 

Peter was disheartened by the gesture, but… he knew it wasn’t the time for that.

“C’mon Pete, let’s get this luggage before you three get left behind.”

The teenager obliged and quickly joined George at the trunk, reaching for the handles of both his and Harry’s suitcases.

“There’s something I wanted to talk to you about, son.”

He released the cases, facing George innocently.

“Uh, sure.”

“Gwen’s… already told me about the, ah...  _ situation  _ the three of you are in.”

Peter felt his cheeks flush.

“Oh…”

George raised a dismissive hand.

“All I’m saying is I know Harry’s been acting a bit out of character ever since Norman’s death. Everyone handles loss differently, so I’m giving him the benefit of the doubt for now.”

“Yeah, I’ve… noticed that too.”

The captain smirked before he took a quick breath.

“Well, anyway, I just wanted to ask you to keep a good eye on Gwen for me, all right? Lord knows as much as I’d like to personally lead a security detail for her down there, this city would turn into chaos if I even  _ thought _ about a vacation.”

It was pretty obvious that, despite his friendly dad demeanor, he truly did worry for Gwen’s safety. More than that, he pretty clearly implied he had no faith in Harry’s current state of mind and what he might do.

“You don’t have to worry, Mr. Stacy. I’ll keep Gwen safe,” he said, almost a bit  _ too  _ determined.

The older of the two sighed, posture loosening. He put a proud hand on Peter’s shoulder.

“Thank you, Peter. You’ve gotta be the most responsible teenager I’ve ever met.”

_ “At least someone thinks so.” _

“Now,” George said, reaching back for Gwen’s suitcase, “let’s grab this luggage before you three get left behind, yeah?”

“Absolutely,” he smiled.

\---

Mere minutes later, the trio had finally arrived alongside their class, approximately 10 minutes before their scheduled departure. The small group of students, wrangled by a handful of school staff chaperones, all stood waiting, making sure that there would be no late arrivals.

Eventually, time was up, and the teachers began roll call. 

Excluding himself, Gwen, and Harry, Peter took notice of the people he knew who decided to show up; those people being Mary Jane, Flash, Sally, Hobie, Liz, Sha Shan, and Glory. Of course, there were about a dozen other students attending the trip, though he wasn’t nearly as familiar with them outside of being general acquaintances. 

Afterward, their history teacher Mr. Lieber stepped forward and began passing out seat tickets.

“Now, make  _ absolutely sure  _ to hold on to these. There’s no replacing them, so we’d be in a real pickle if any of these got lost!”

Eagerly, the students all snatched up their tickets. To prevent “inappropriate” behavior as well as budgetary reasons, students were all grouped in pairs of two, and would remain in those pairs the duration of the trip.

“Well well,” Mary Jane said to Liz. “Looks like we’re a team, girl.”

The cheerleader smiled enthusiastically. “I guess so, huh?” 

A few feet away, Glory read her ticket.

“It’s you and me, Sally.”

“Fine with me,” the blonde replied. “At least I ain’t gotta partner up with Parker again.”

_ “Hey, what was that for?! I didn’t forget how upset you were when you thought I died on that stakeout, lady!” _

Peter shook his head, quickly letting it go.

He then heard a familiar, obnoxious laugh in agreement to Sally’s statement. “Yeah, I’d hate to be the sorry punk who gets that seat,” Flash retorted.

The jock then checked his ticket and almost immediately lost his smug attitude.

“Oh, w-” 

He shook his head like a wet dog.

“ARE YOU KIDDIN’ ME?!”

Sure enough, Flash was the “sorry punk” he had just mentioned. 

“Hey, a multiple hour flight might be just the thing we need to bury the hatchet once and for all, right Eugene?” Peter prodded precariously.

Flash simply stared at him for a moment, mouth agape and eyes wide. He then turned to his friends, darting off and pleading to trade tickets before being told off by another teacher that no, they absolutely cannot trade tickets. 

Peter simply shrugged, having grown quite used to Flash’s ridiculous antics.

“Aww, I think he’s shy, tiger,” said a familiar redhead.

Peter laughed once. “You think?” 

“Who  _ wouldn’t _ be shy around you?”

“You, apparently.” 

“Sadly, not all people can be Mary Jane Watson.”

“Believe me, I know…”

“Hey, was that a compliment I heard?”

“More like a playful insult, but you could take it as a compliment if you’d like.”

“Why, I’ve never been so insulted,” feigning disbelief before quickly returning to her usual smooth and cool conduct. 

“I’ll catch you on the flip, tiger,” she punctuated with a wave as she left to join Glory.

_ “What a handful… at least she’s back to her old self, though. I can’t imagine how that breakup was for either her or Mark.” _

Wasting no more time, the teachers shepherded the students inside the immense airport and quickly began going through the usual pre-flight motions. The students filtered into a neat line, Peter near the end, with Gwen behind him.

“So,” the blonde spoke after a few minutes of silence. “You and MJ looked pretty buddy-buddy back there.” 

Peter immediately recoiled. “Wh- I, we were just, y’know, talking. That? That was nothing, like… nothing. Y’know?”

Gwen stifled a laugh.

“I’m just playing with you. You’re so easy to tease.”

His expression immediately soured. 

_ “The way everyone’s been joking with me, you’d think they’d all taken classes at the clown college or something.”  _

He then realized the irony of his statement.

_ “Must be how all the bad guys feel when Spidey dishes out all his signature quips.” _

“Really though, did dad say anything weird to you back there? I hope he didn’t creep you out or something.”

“No, no, nothing like that. He just... wanted to compliment my paper again and  _ strongly  _ recommend thinking about a job on the squad when I’m older.”

“Okay, good... “

The blonde fidgeted with her hands shyly, unsure how to continue.

The way things were with Harry and the way she and Peter both felt made casual conversation considerably challenging. 

It seemed the line was at a similar standstill, however; very little if  _ any  _ progress had been made in the past five minutes. Peter leaned to the right, attempting to get a view at the front of the line. Alas, he couldn’t discern anything relevant. He then wondered if Flash really did try trading tickets, making him smile at the humor of it.

He then let his eyes wander, gazing across the interior of the Kennedy airport, noting how he’d hardly ever been in places that had looked so fancy. He then stared out the window, eying the planes and runway.

_ “First time being on a plane… It’s weird, thinking that a plane crash was what killed my parents, and here I am, about to board one…” _

Peter stopped for a moment.

_ “Jeez, talk about dark. You’d expect that kind of stuff from the guy with the big ears and the bats, not Spider-Man…”  _

Still, his eyes continued scanning the runway as he waited for the line to move, and…

_ “Hey…” _

He squinted his eyes.

_ “Those two don’t exactly look like airport staff…” _

He had spotted two men in  _ comedishly _ obvious criminal get-up, suspiciously squatting behind a small stack of cargo crates. 

Glancing back and forth from the men and the line, Peter figured he could let security handle this. They didn’t look too dangerous anyway.

He then lost the fight against the urge to check once more, and watched as the men brandished pistols.

Almost as in direct response to this, the line then finally began moving again.

Peter closed his eyes, grimacing deeply.

_ “Just… Okay, there’s about… eight people ahead of me, give or take,”  _ he quickly counted.

_ “That’s enough time, right? Right…?” _

He silently cursed to himself and turned around to Gwen.

“Hey, I hate to ask this, but, I really gotta use the bathroom before we get on, so could you please hold my spot in line?”

The girl was slightly surprised. “Oh, um... okay. Try to hurry though?”

He had already started running before she’d finished speaking. “Thanks!” he called back, voice trailing.

\---

The man ejected the pistol’s magazine, checking his ammo.

Full, just as he thought. 

“Okay, okay…” he said, taking deep breaths.

His partner eyed him intently. “You ready?”

“Yeah, yeah, just… first time doin’ this.”

“Hey, no worries pal’. Joe said security’s gonna be  _ real _ lax on this flight. Once the plane lands, we run in, grab the goods, and get outta there before anybody can do anythin’. Got it?”

The former nodded sharply, checking his pistol once more. The latter rose up, peeking over their cover, glancing across the runway and into the sky. 

Right on time, he saw what he was searching for.

“There she is now… that tiny private plane,” he pointed.

Just as the man said, far off in the sky, said plane was approaching the runway and would land in mere minutes. 

The man’s partner also leaned up, following the direction of his finger.

“Yeah, I see it… we got time to-”

He was interrupted by the sight of his companion being hoisted up into the air.

A mere moment later, he too left the ground.

“If you guys are gonna rob something, try  _ not  _ to dress like the most stereotypical crooks to ever grace NY, okay? You’ll probably get a lot farther that way,” Spider-Man quipped as he towed the men through the air.

The vigilante then dangled the pair like puppets just in front of the nearest security guard station. 

Said guard who, seeing the two men collide with the thick window of his post, nearly spat out his coffee. 

Snapping himself out of it, he reached for his radio.

“Uh, dispatch,” he said into the receiver. “I’ve got a couple of… stowaways?”

\---

Peter wiped his brow as he stepped onto the cabin of the plane, utterly relieved he’d managed to snag those goons before they did any harm, and before boarding ended. 

He held his suitcase close to his chest as he filed down the cramped aisle, eventually coming up to his assigned seat.

There, he spotted a rather displeased looking Flash Thompson occupying the seat bordering his.

“Oh look, it’s Puny Parker.”

Peter stuck his luggage in the compartment overhead. “And a fine hello to you too, Flash.” 

He then reached in his bag, drawing out a thick new book he’d chosen to bring along for the trip.

The jock stood, allowing Peter access to his seat which he quickly took. The duo then precisely positioned their seatbelts, fastening them fastly with dull  _ clicks.  _

Peter’s present partner then crossed his arms in a comically childish manner. The smarter of the two pursed his lips slightly, hoping his companion’s current behavior would change sooner rather than later.

Regardless, the two sat in silence as the attendants came through to certify all the seatbelts were secured successfully, just before the captain made announcements over the speaker. 

“Good morning, ladies and gentlemen. My name is Cal Jordan, and I’ll be your pilot today. Welcome onboard flight 616A to Jacksonville, Florida. At the moment, we are fourth in line for take-off, and expect to be in the air in no less than ten minutes’ time. We politely ask that you please ensure your seatbelts are fastened, all baggage is secured…”

Peter felt his attention wane as the captain continued and finally finished the pre-flight announcements.

“...and smoking is prohibited for the duration of the flight. So, without further ado, thank you for flying with us, and please, enjoy your flight.”

The intercom made a pleasantly soft  _ ding,  _ and the cabin filled once more with polite chatter from all the passengers. 

Except for where Peter was sitting. There, the silence was almost deafening. 

He didn’t really mind, though. He figured since the announcements and checks were over, he could finally dig into the book he’d had in his backlog for  _ months.  _

_ Pym Particles: a Brief History,  _ the cover said.

Eagerly, he cracked it open and began reading. He was quickly absorbed and totally immersed into the scientific writings of Dr. Pym, so much so that he entirely failed to notice Flash’s bewildered staring.

“How the heck do you read that crap?” he wondered aloud. “Is that like, even written in English?”

Peter inhaled carefully. 

“Yes, Flash, it is in fact written in English.”

“But there’s all those symbols and junk!”

He then pointed out a symbol he was referring to, right on the center of the page.

“Like what’s that supposed to mean?”

“Well, it’s a diagram. It illustrates how Pym Particles interact with various types of matter and substances, both by increasing and decreasing their size exponentially, and shows how their mass changes accordingly.”

When Flash failed to respond, Peter looked over to see intense confusion drawn over his face.

“Okay, it’s like… these particles make stuff grow really big, or shrink really small. Got it?”

The other boy’s face immediately turned to a smug smile.

“Yeah, I got it! Heh, y’know that stuff ain’t so hard. I dunno  _ what _ all those science nerds are talking about.”

Peter stared for a moment in awe, simply shaking his head and returning to his reading.

And finally, without further interruptions, the plane successfully took off, beginning the journey to its destination.

\---

At that same moment, far away from the plane full of students coasting through the sky, a pair of scientists waited patiently on an open runway. 

Mere minutes later, a small private aircraft came into view, descending and eventually touching down on the pavement before slowing to a halt. The duo briskly strode over to meet the plane, approaching just as its door flipped open, and out stepped a woman in a lab coat.

“Dr. Kafka, it’s good to see you,” said the male of the two scientists. The woman stepped onto the runway as he offered a handshake.

“Dr. Connors,” she replied, taking his hand eagerly. “I had to pull a lot of strings to make this happen, so please, don’t make me regret this.” 

He nodded deeply.

She then stepped away from the foot of the stairs, just as an armed guard exited. Tailing him was the visage of a man in a full body suit of some kind, deeply green with two tubes adorning the chest area.

Of course, it was Max Dillon, now known as the supervillain Electro.

Dr. Connors glanced at him wistfully, full of regret.

Kafka spoke again, now in a hushed voice. 

“We’ve managed to apply some light sedatives through gaseous form, so his mood should remain stable for a few days. We’ll be giving you a small supply of injection-based sedatives for an emergency, though to be able to apply them you’ll need to wear heavily insulated gloves. Understood?”

“Understood.”

“One more thing. For now, make  _ sure  _ you refer to him only as Electro. It upsets him greatly to use his… previous name.”

“I see. Thank you, Dr. Kafka.”

The male Connors then turned towards Electro, now standing idly beside them.

“Hello, Electro. How are you today?” 

Electro’s head rotated slowly, almost robotically, meeting the doctor’s gaze.

“I’m… fine, Connors. Fine,” he repeated, as if trying to trick himself into believing what he said.

“That’s very good to hear. Do you know why you’ve been brought to us?”

Electro paused for a moment, trying to remember.

“They said you can finally cure me. Get rid of all this,” gesturing at his body.

“Well, that’s what we hope to accomplish. But we’ll need your help to finish the antidote, Electro. What do you say?” 

The doctor extended his hand towards Electro, who stared at it for a moment, mulling the idea over in his mind. 

Slowly and daintily, he accepted it, shaking carefully.

“Yeah… I’ll do whatever it takes to get rid of this, doc.”

Curt smiled. “That’s just what I wanted to hear.”

\---

Once their plane had landed, approximately three hours after takeoff, the group of students was then escorted by bus to the hotel they’d be staying at for the trip.

Obviously, being a high-school trip after all, it wasn’t the most expensive choice. But it was a well-known and recognizable chain brand, so nobody really felt too much like complaining. 

After checking in and receiving their room cards, to which Flash had once again attempted to unsuccessfully trade, the troupe of teens all spent the next hour or so settling in and dropping off their baggage.

Then, they all shuffled onto the rented bus once more, visiting their first stop of the day; the Jacksonville Zoo and Gardens.

Despite finding the idea appealing, Peter never found the time to visit a zoo until now. As Peter Parker, anyway.

_ “Maybe it’s just because I threw down with the Lizard at the zoo back home, but I’m having a way better time here.” _

He continued walking alongside his class, led by the local tour guide. 

They were currently in the Africa section of the zoo, surrounded by typical African scenery as well as multiple large enclosures housing a variety of said ecosystem’s wildlife. Elephants, lions, even warthogs all resided comfortably in their “home-away-from-home” of sorts.

“And right over there, kiddos, is the majestic southern white rhinoceros,” said the tour guide as he pointed across a large, open enclosure that indeed housed multiple rhinos. 

_ “Guess they decided to transfer O’Hirn to a zoo instead of a prison, huh? ...Y’know, I bet you could probably find half of my rogues gallery in a place like this.” _

A few students, who were genuinely interested, quickly grabbed for their phones or cameras to snap quick photos. Peter was much the same, lining up an excellent shot of the enclosure. He began to click the button, just as Flash’s elbow bumped into his back.

The boy turned, glancing over his back with a frown as Flash stared into the distance, trying (and failing) to look innocent.

He rolled his eyes, and successfully snapped a few photos of the large animals before the tour guide herded them to the next exhibit. 

The rest of the tour went without any major hiccups, and Peter captured a nice handful of photographs to develop once he made it home. Though it  _ did  _ start out of necessity, he did find himself enjoying the act of snapping photos more and more.

After the zoo, the students traveled a bit south towards the waterfront for a somewhat late lunch. Their bus soon parked in a large lot, near a bevy of restaurants to choose from, and after being told to return in no more than an hour, the students quickly scattered.

Peter decided to pass on buying anything to eat, instead opting to visit the railing just against the water. After May’s generous donation earlier in the day, he had a grand total of about seventy-three dollars to spend.

_ “Oh, and 52 cents. Can’t forget that.”  _

Money aside, Peter pleasantly enjoyed taking in all the sights he could. The skyline of the city, the ocean far off, people spending time giddily on the beach… he was simply happy to be here. 

He reached for his camera once more, ready to snap a new batch of photos. Peeking through the viewfinder, he set up a particularly pleasing image, and-

_ “Shucks. All outta film and all my extra’s back at the hotel.” _

Somewhat dejectedly, he replaced his camera in his trusty satchel, and resigned to simply capturing the moment by eye alone. 

“So… why the long face?” said a familiar voice just behind him. 

He turned, meeting it, and laid eyes on Gwen.

“Gwen… hey,” he said meekly.

He then noticed she was clutching a brown paper bag.

“I, uh… I figured you probably didn’t get anything, and Harry bought the whole table  _ way _ too much food, so... I wanted to bring you this,” extending the bag gingerly. 

He was… surprised. Honestly, a part of him felt like Gwen had forgotten him entirely. Even though he was keeping his word to George and staying vigilant, the two had hardly interacted once their plane departed from the Kennedy airport.

Regardless, he graciously accepted her offer.

“Thanks… honestly, I’m kind of starving,” he said with a sheepish laugh.

“It’s a cheeseburger and fries, just how you like… I think.”

“I could probably eat a horse right now.”

Gwen smiled wistfully. She wished she could do more for him, but knew she couldn’t. Not now, anyway. 

“I’m glad, Pete.”

The two stood around in a slight awkward silence, enjoying the company of one another, not wanting to interrupt the moment as inevitable as it may be.

“Well… I hate to leave but... I should probably get back before anyone starts to worry.”

He put on a happy smile. “Hey, no worries. Don’t let me keep you from everyone.” 

The girl tucked a stray strand of hair behind her ear. “I’ll see you later, okay?”

“Sure thing,” he said. He then watched as she turned, walking back the direction she came, his smile fading slightly. 

Once her form finally vanished around the corner of a building, he figured he may as well get around to eating the food she’d so graciously delivered.

The moment his hand snaked into the bag, he was interrupted.

“Don’t look so sad, kid. You’re killin’ my vibe.”

Peter straightened, looking towards the source of the voice, which turned out to be a man close by that he hadn’t noticed before. Lounging in a lawn chair and nestling a beer bottle in his hand, he looked like any other middle-aged fellow. His hair was black, sideburns greying, and wore a large patterned Hawaiian shirt.

“Uh… beg your pardon?”

“You heard me! Chin up, bud.”

The teen scowled a bit.

“...Sorry, uh, who are you exactly?”

“Bruce,” the man said with a swig of his drink.

“Right, Bruce. Do you always watch people minding their own business or is today special?”

“Hey, what’s with the snark? Besides, I was here first.  _ You  _ stepped into  _ my  _ turf, pal.”

He had a point, Peter thought. He didn’t notice the man -- Bruce -- at all when he first walked over.

“All right, I’ll give you that one. I really wasn’t paying attention, I guess.”

“Hey, none taken,” he replied. “Say, you want a beer, kid?”

“Uh, no, sorry. Not old enough.” 

Bruce laughed. 

“Right answer. Nice to see some responsible young adults around here,” taking another hefty swig.

“Anyway, what are you doin’ out here by yourself? Haven’t you got friends to be hanging out with or something?”

As much as he wanted to be annoyed by this total stranger’s prying, it was better than staring off at the water alone, he figured. That, and he thought that the guy meant well.

“Yeah, there’s just some… drama going on right now, I guess. Probably better I don’t try speaking with them.”

This earned a scoff from Bruce.

_ “Drama,  _ hoo boy… now that’s one thing I  _ don’t _ miss about bein’ your age.”

“Tell me about it,” he replied.

“Well kid, I’ll tell you this,” sitting up in his chair. “Nobody ever solved drama by  _ not  _ speakin’ with each other. If you wanna get this water under the bridge, you and them should just sit around a table and hash it all out, capisce?”

Honestly, Peter felt he knew as much already, but hearing someone reaffirm it was encouraging regardless.

“Hey, uh… thanks, Bruce.”

“Don’t mention it, kid. I remember when I was your age, me and my pals went for a stay in a cabin in the woods… totally changed my life,” gesturing wildly with his hands.

Peter smiled politely, though he felt entirely lost, assuming the man was referring to some kind of allegory or saying he didn’t understand.

“Well, I should probably be getting back to my class now,” he said.

“Go right ahead, bud,” Bruce said as Peter walked off. “Best of luck to you!”

_ “What a character…”  _ Peter reflected internally.

_ “...Come to think of it, have I seen him before?” _

\---

The sun was beginning to set outside the windows of the basement laboratory, and the duo stationed inside were still hard at work. 

Dr. Connors and his small family of three, under threat by Miles Warren, had no choice but to relocate back to their isolated home located in Florida. There, they wasted no time in resuming their search for a cure that would aid Electro.

For the third time that day, Dr. Connors extracted a small vial of chemical from a highly sophisticated machine, examining it closely.

“I think this is the one, Martha. Show Electro to the chamber.” 

She nodded, and strode over to their silent subject, sitting steadfast.

“Electro, we’re ready to test the antidote.”

His head perked up to meet her gaze.

“...Okay. Just tell me what I have to do.” 

She smiled, gently lifting him by the arm and leading him across their lab, stopping in front of a large pod. It was large enough for one person to stand in comfortably, and the door quickly slid open with a  _ hiss.  _

“All you need to do is enter the pod and retract your helmet,” she said. “Theoretically, we should see the results instantaneously.”

“...Theoretically?”

“Well… yes. The antidote is still untested of course, but Curt and I have  _ every  _ reason to believe this will work.”

Electro stood silent for a moment.

“Okay, doc.”

He then stepped inside carefully, turning around as the door shut and sealed behind him.

Curt quickly inserted the vial into a slot on the side of the pod, and the chemical was quickly drained and converted to a gaseous form, now ready to be dispensed at the push of a button.

“All right Electro, whenever you’re ready, remove your helmet and we’ll administer the antidote.”

After a brief pause, Electro obliged, and his brightly glowing head was revealed.

Connors then reached over, pressing the button to administer the gas. With a soft  _ beep,  _ the pod quickly filled with the baby-blue gas. Martha watched his vitals vigilantly, noticing a slight heart-rate increase, which she assumed was due to the nature of the new procedure he was undergoing.

Suddenly, somehow, the pure energy coating Electro’s head began to…  _ weaken.  _

It was clearly visible that the electricity began to subdue, and the shape of his head came into view, and then-

The gas stopped, and so did the reversal of Electro’s condition. The energy coating him returned, once again at full force. 

Dr. Connors laughed in disbelief, and Martha soon joined him. 

“Hey, wait, what’s goin’ on? Why’d it stop?!” Electro demanded.

“Not to worry, Electro. Nothing’s wrong. Though, it looks like to completely cure the ailment, we’ll need a much higher dosage.”

The door to the pod slid open, and Electro stepped out in... shock. 

“Are you… serious? It actually works…?!”

Curt placed a reassuring hand on Electro’s shoulder. “It does indeed, my friend.”

Electro laughed, a genuine joyful laugh, for the first time in what felt like ages. “Doc, I… I don’t know what to say!”

“You don’t have to say anything. It was my fault this happened to you, and now we can finally set it right.” 

He then turned to his wife, who was just as happy as they were.

“Martha and I will set to work on producing a large enough batch immediately. What say you get some rest? It’s been a long, arduous day, but everything should be ready by morning.”

Electro smiled beneath his mask, beneath his electricity. 

“Yeah… Rest sounds good,” he said, heading towards the stairs.

While Electro had returned to his guest room to sleep the night away, Curt and Martha promptly began cooking up the needed dose, which was much easier said than done.

The two persevered regardless, expending the majority of their chemical and material supply, working tirelessly through the night to produce the correct dose of the serum they rquired.

Today, they would finally rid Electro of his ailment once and for all. Curt was sure of it.

And so, a few hours later, the fruits of their labor were laid bare; eight vials of their newly developed antidote, expertly prepared ready for use.

The two scientists wasted no time in retrieving Electro and preparing the pod for the second test.

“We’ve made some adjustments to the chamber, Electro, so it will now be able to house more than enough of the antidote needed to cure you,” Curt said.

“Sounds good to me,” Electro replied. 

The door opened, and the once-villain promptly stepped in. Once the door shut, the man wasted no time in removing his helmet. “I’m ready, doc. Hit me.”

Dr. Connors inhaled and obliged, carefully pressing the ignition button.

The gas filled the chamber once more, Electro inhaling the substance optimally. The electricity covering his body like a blanket soon started to dim, quickly sputtering as the intensity lessened.

Differing from yesterday’s results, however... the energy surrounding him had fully extinguished.

Electro opened his eyes, glancing around before tossing off his gloves in awe.

The antidote worked. 

Electro, no,  _ Max’s  _ hands greeted him. 

He started laughing, relieved, overjoyed… every possible word he could think of.

Curtis removed his protective goggles, staring, dumbfounded, through the pod window.

There stood Maxwell Dillon once more. 

Though… he was  _ different. _ His human form had revealed itself once more, but… he was scarred.  _ Badly.  _

His face was no exception, but more glaringly, was the fact he had now lost all his hair.

The massive electrocution that caused this transformation must have dealt permanent damage to his body, but Max either didn’t notice, or didn’t care. He was simply relieved to be free of the disease plaguing him for so long.

Connors reached over and flipped off the gas, seeing as the treatment was completed, and all excess antidote was quickly vented.

Immediately, however, Max heard that familiar  _ crackling  _ begin once again, drowning out everything else.

His laughing stopped, just as suddenly as it began.

His hands began to glow once more, bathed in electricity.

“No… No, no no…”

In that small, small moment, watching as his normality was ripped away from him for the  _ second  _ time, something in his mind snapped permanently. 

Energy surged through his veins, transforming him once more into the egregious Electro.

Connors’ eyes went  _ wide,  _ immediately predicting what would soon happen.

“Martha, grab the sedatives,” he urged. She quickly nodded, sprinting upstairs to retrieve said drugs.

“Electro, just… try to remain calm now,” he urged.

“Calm…  _ Calm…”  _

Curtis had already begun reaching to reactivate the gas, but it was too late.

In a flash, the door burst from its hinges, smashing across the room and leaving a path of destruction in its wake.

“You want me to stay calm after you… you… TRICK me like that?! Where do you get off dangling a cure in front of me like that and then yanking it away?!”

Connors lowered his arm from his face, pleading that Electro listen to reason.

“Please, you must stay calm! We’ve made exceptional progress! The fact we managed to nullify your powers at  _ all  _ is nothing but a good sign, can’t you see that?!”

“You know what, Connors? I’m sick of it all… Sick of pretending like all this power is something to be ashamed of… I think it’s past time I EMBRACE IT!”

His hands snapped outward, blasting two arcs of electricity at Dr. Connors, who was utterly helpless to avoid it. 

Martha barged through the door just in time to witness her husband being blasted with energy by Electro, shouting in agony.

“Max, you have to stop! NOW!”

Wearing heavily insulated gloves, she charged at Electro, attempting to inject him with a maximum strength sedative.

It was too late to realize her mistake, however. Hearing the name Max sent him even deeper into his blind rage.

“MAX DILLON IS DEAD! AND NOW, ELECTRO LIVES!”

Electro whipped his hand and Martha was electrocuted, flying back against the wall and hitting her head  _ hard.  _

As she crumpled to the floor, consciousness fading fast, the last thing she saw was Electro, blasting a hole through the wall just before he took to the skies.

And, more pressingly, Curtis Connors growling animalistically as a familiar green tail quickly grew from his back.

\---

Meanwhile, a fair distance away, a mostly-disgruntled band of teenagers  _ finally  _ exited the planetarium they’d been trapped inside for the better part of an hour now.

Though some, like Peter, enjoyed the presentation and all the scientific knowledge it bestowed, most found themselves bored to tears. Especially Flash, who, instead of catching up on his rest last night, opted to sneak out and go for a late swim with the other jocks.

“I tried to tell you, Flash. You should’ve just stayed and went to bed.”

Sadly, the exhausted bully seemed much too tired to entertain Peter’s antics, and simply responded with an annoyed grunt. He merely shrugged, following the group as they headed towards an outdoor seating area.

Mr. Lieber had instructed they’d have a decent amount of free time before the bus returned, so the students immediately flocked to the nearby tables and benches to chat.

Peter chose a nice, isolated table, and went to sit down.

The moment he sat in the chair, however…

_ “No…” _

He stood up.

_ “Spider-Sense.” _

His eyes darted, searching for immediate danger, and thankfully saw nothing.

He did, however, hear something in the distance, approaching… and once it was close enough, he recognized an all-too-familiar sound.

_ “Police sirens…?” _

Peter’s expression steeled, following the cruisers on the road nearby as they sped past. His gaze then switched, looking quickly for the nearest secluded alley. Finding a suitable candidate and making doubly sure nobody noticed him, he wasted no time in sprinting over.

He continued his dash straight towards the wall at the end of the alleyway, quickly leaping into the air and clinging to it, scaling the surface effortlessly.

_ “Just when I think my life is turning into too much of a lame teen drama, some Spidey action comes outta nowhere.” _

The teen leaped over the edge of the building, landing with a flip.

He kept his pace as he dropped his clothing, revealing the once-hidden red and blues underneath. Tearing his mask from his belt and slipping it over his face in one quick motion, Peter Parker was replaced once more by Spider-Man.

Just in time, too; backup police cruisers, two of them it seemed, had just crossed by on the street below.

Spider-Man then turned his gaze upward, examining the buildings he could swing from.

_ “It’s no Manhattan, but it’s all I’ve got right now, so I’d better make it count.”  _

Unflinchingly, he stepped off the edge and dropped like a stone, firing a line of webbing to swing from just in time. 

The spectacular superhero rocketed forward, his momentum launching him down the street, hot on the trails of the speeding police force.

\---

“...mom?”

A voice, she heard. 

Foggy, almost incomprehensible.

“Mom?”

It repeated.

She put a hand to her head, and felt warmth.

_ “Blood…” _

Mustering all her strength, she forced her eyes open.

Much as she saw last, the laboratory was in complete disrepair… not to mention the gaping hole now occupying the opposite wall.

More glaringly, she felt hands on her left arm. Small, young hands.

Her son, Billy, had come to see the source of the commotion.

“Billy… I’m so sorry, sweetie,” she said.

“Mom, where’s dad…?”

She jolted. 

“Curt…” she winced. 

With herculean effort, Martha forced herself to stand, panting and heaving intensely.

“Billy, honey, I need you to get in the car,” she spat. “We’re gonna go get your father, okay?”

The young boy’s face twisted in concern, but he did as he was told. Martha wiped the trickle of blood from her brow, pushing herself to reach the cabinets a small distance away. 

She ripped open a drawer, searching its contents until she found what she was looking for.

_ “Gene cleanser…”  _

Quickly stuffing all three vials in her lab coat, she silently prayed that would be enough to stop the ensuing carnage of the Lizard.

What she had no answer for, however, was how she would subdue Electro.

\---

Minutes passed, and Spider-Man was still tailing the now sizable police envoy as it shot directly towards the heart of the city. 

Passers-by on the street had long since noticed the webhead who, for some reason, had shown up in Florida to aid the cops in  _ whatever  _ was happening.

_ “I hate to add fuel to the ever-growing spider-themed rumor fire, but with this much of a police response, it’s gotta be something big.” _

The acrobatic hero swung up into the air with a flashy flip, just before firing another web and continuing the rhythm. 

With his next swing, however, the hero finally laid eyes on what had caused such a massive response from local law enforcement.

There, in the middle of the street, stood Electro, with multiple destroyed police and civilian cars destroyed behind him.

_ “Electro?! What’s lightning-butt doing all the way out here?!” _

Spider-Man picked up the pace, swinging harder and faster towards his familiar foe.

Electro continued his walk, filled with determination.

The seemingly-failed antidote had drained his powers, the electrician reckoned. He needed a recharge, something to get him back to 100%, so he had headed directly for the heart of the city. There, he would absorb energy directly from a buried powerline, right after he dug it out of the ground.

Sadly for him, however, a certain vigilante had other plans.

He took another step forward, and quickly found himself hoisted in the air, anchored to a nearby streetlamp.

“What… No, how?! HOW?!”

“I could ask you the same thing, Electro. What are you doing here? How’d you get out of Ravencroft?” asked Spider-Man, perched upon the pole.

The green villain growled in anger, generating a small field of electricity around him to sever the webbing. It quickly coursed through the lamp and Spidey immediately flipped, dropping to the pavement below. 

“Talk to me, Max! I’m trying to help you here!”

Electro’s head snapped back, with his arm tailing his gaze.

“I’m NOT MAX!”

A whiplash of electricity flung itself at the hero, who dodged once more just in the nick of time. 

“You’re not the brightest bulb in the box either if you think frying the whole street’s gonna give you a shorter sentence!”

“I’m not goin’ back to jail OR Ravencroft… and the only way you’re goin’ back to New York is in a bodybag!”

Electro screamed, blasting more arcs of lightning at Spider-Man. The vigilante leapt up into the air, firing blasts of webbing at the villain’s face. Unflinchingly, he raised the intensity of his electric aura, frying the webs instantly.

He lost sight of Spider-Man, however. By the time he realized, it was already too late, and Spidey delivered a quick swinging kick into his back, knocking him across the pavement. 

Clinging to the wall of the nearby building and quickly blanketing Electro with a layer of webbing, he began searching for the nearest source of water. 

_ “Throwing Electro in the dunk tank was how I beat him last time we went one-on-one, but it’s gonna be a lot tougher without a pool around…” _

He found a fire hydrant just across the street, and not a moment too soon, as Electro had freed himself from his bindings.

“ENOUGH!”

Lightning blasted the spot Spider-Man occupied a moment before, blowing a chunk out of the concrete. The hero had leapt to the closest street light, using it as a makeshift monkey bar to swing off of. His arc carried him effortlessly across the street, landing behind the hydrant just as he intended.

“A swing and a miss, pal! One more and you’re OUT!” Spidey jeered. He was almost certain he could see Electro shaking with rage beneath all that electricity.

As expected, the violent villain raised his hands for another blast and-

_ “Wait, NO!” _

The Lizard pounced upon a helpless Electro.

“What is this?! What IS that thing?!” the villain shouted.

Spidey’s eyes grew wide.

“The LIZARD too?! If Venom steps out, I’m throwing in the towel!”

He then immediately jumped towards the two, landing upon the back of the former-Connors, trying to put him in a chokehold and pry him from Electro before the former-electrician was mauled.

It was a pointless gesture.

Electro generated a powerful shockwave of energy, knocking the two across the street like ragdolls.

Lizard gave a powerful shriek, dashing on all fours towards the living lightning bolt almost totally unfazed.

Spider-Man, however, shakily stood up, quickly attempting to regain his strength. Before he could jump back into the fray, he caught sight of the police, now arriving and forming a barricade around the makeshift arena. 

He shook his head intensely, and quickly scrambled for anything in range. Finding a mailbox, he easily pried it from its fastenings and launched it directly at the Lizard.

It impacted with a thud, stopping the cold-blooded killer an instant before he dug his claws through Electro’s suit. The reptile turned and screeched at Spider-Man, who had seized the opportunity to begin another swing kick, this time aimed at Lizard.

Once more, it connected, and Lizard was dislodged from Electro.

Spider-Man held his grasp on the web, soon swinging back the way he came and past the more-human villain a second time.

_ “For some reason, the Lizard is out for blood… and I better find out why fast.” _

“What’d you say to him, Electro?! Did you turn down his car insurance offer or something?”

Electro stood, dusting himself off. “I got no idea. But it won’t matter when he’s a pile of ASH!”

Like clockwork, lightning struck at the Lizard, this time making a direct, continuous hit. 

The Lizard had thick scales, sure; but he couldn’t resist voltage like that forever.

_ “No tires, no pool, no way to get him in the path of that hydrant… think Parker, THINK!” _

Fortunately for the hero, he didn’t  _ have  _ to think this time.

Barreling out of nowhere came a large SUV, crashing directly into Electro and sending him flying across the street, colliding with a solid brick wall. 

Before Spider-Man had time to question anything, he witnessed a beat-up looking Martha Connors step out of the driver’s seat.

He snapped out of his trance and quickly swung over, landing on the hood.

Martha immediately gasped, almost at as much of a loss as the superhero before her was.

“Spider-”

“No time to talk, Ms. Connors. Please,  _ tell me _ you’ve got something I can use against these guys.”

“Yes, yes, I do,” she said, digging through her pockets. “Take this, it’s a remarkably strong sedative,” passing the injector as well as her insulated gloves to Spider-Man. He graciously accepted them, and quickly glanced at Electro, who still seemed to be shaking off the full force of the impact.

Perhaps more concerningly, the Lizard was nowhere to be found. His eyes dancing across the area, he followed the set of claw marks dug in the ground, leading ominously to a now opened manhole.

_ “Guess Lizard’s gotta go lick his wounds. At least that gives me time to give Electro a lickin’.” _

He tucked the injector into a compartment on his utility belt, turning back to the doctor.

“You brought the gene cleanser, right?”

“Of course,” she said.

“Good. Hold on to it, Lizard’s ducked out into the sewers, so I’m gonna take care of Electro while I’ve got the chance.” Slipping on an insulated glove over his hand, the hero continued scanning the area for his silver bullet. 

Sure enough, he found it.

_ “Just down the street, there’s a construction site! If I’m lucky, I might be able to use all those steel girders…” _

The hero took too long to plan, however.

He was blasted by lightning, knocking him to the street again.

Martha hastily re-entered her vehicle, reversing away from the action before they suffered any further casualties.

“Oh, come on… that was a cheap shot.”

“No more games, wallcrawler. It’s just you and me,” Electro said as he stepped toward the hero’s lying form.

Spider-Man pushed himself to his feet, shaking off the voltage.

“Games, huh…? I got one. How about TAG?”

In the blink of an eye and with the help of the glove, the vigilante clocked Electro with an uppercut, sending him spiraling. 

By the time the villain recovered, Spider-Man was already swinging through the air.

“GET BACK HERE!”

He then blasted arcs of electricity at the ground, lifting him like static thrusters, sailing towards the quickly shrinking image of the webslinger. 

“Ah ah ah, I’m not making it that easy for ya!”

Soaring through the air, Electro moved his hands from providing thrust to launching a blast at Spider-Man, one that hit dead center.

The hero was flung from his web prematurely, but it was too late; he’d come too close to his destination.

He smashed into the ground, rolling through the sand and colliding with the base of a girder. A battered Spidey rose to his feet once more, leaning against the beam for support. Glancing up and following the direction of said beam, he laid eyes on the steel skeleton of what would eventually become a large skyscraper.

_ “Perfect… just what I needed,”  _ he thought as he knocked on the steel beam.

“SPIDER-MAN!” yelled his foe, landing just at the entrance of the site.

“Where ARE you…?!”

Electro stomped through the construction grounds, his head flicking from left to right as he searched for the superhero. 

All he saw were piles of girders and concrete bags, idle heavy machinery laying dormant, and the typical scenery of an empty worksite. 

What he didn’t notice, however, was Spider-Man stealthily scaling a large crane, one that hoisted a large wrecking ball.

The electric outlaw shouted in anger, blasting a pile of bricks with a powerful whip of energy, shattering the pile and sending shards soaring. At that same moment, Spider-Man pulled hard on a web, lifting up the wrecking ball towards his perch.

_ “Gotta line this up  _ just  _ right…” _

After three more hefty pulls, the ball was ready to be released. Electro, still in his blind rage, was none the wiser.

“FORE!” Spidey said, dropping his hold.

The villain lashed around, ready to fire more energy, but had no time to react. 

He was struck by the half-ton hunk of steel, flung up into the air. 

Electro quickly recovered, preparing to brace for impact, though impact never came.

Spider-Man swung by, grabbing Electro by the front collar with his gloved hand. 

“Now, I think it’s about time we  _ drain  _ that battery of yours!”

Landing on the ground inches away from the steel-girder building frame, Spider-Man immediately slammed Electro’s exposed head against the girder.

“Wait, NO! What are you DOING?!”

Immediately, contact was made, and the energy Electro stored instantaneously conducted through the large metal frame, electrifying the structure and quickly spreading out.

“Exactly what I said… all this metal’s gonna conduct that electricity you’ve got and disperse it!”

Electro’s face twisted in shock and anger, already feeling his energy level quickly declining.

“NO! I WON’T LET YOU!”

The villain reached forward, grabbing at Spider-Man’s wrists in an attempt to break their hold. Screaming, he then forced all the energy he could muster into the superhero as his final gambit.

The vigilante shouted in pain, fighting through it.

But the web shooter on his non-gloved hand had no chance of surviving.

It couldn’t handle the massive amount of voltage, and quickly popped, destroying all the sensitive machined parts as well as the nozzle, now rendered entirely inoperable.

The energy field surrounding the two increased, quickly approaching its apex. The crackling and ringing was almost deafening to the hero, but his grip held true; Electro’s energy was diminishing rapidly. 

Electro screamed once more, expending all his energy at once into a massive shockwave blast. The entire metal structure was charged, alongside the countless tools and vehicles caught in the blast. Any normal human would’ve been instantly fried.

Spider-Man’s grip was overwhelmed by the blast, and he was sent flying through the door of the crane from mere moments ago.

Then, the site went silent.

Electro stood, weakly, his energy now expended. His knees began shaking, buckling, and he fell face-first not a moment later.

Seconds passed, and stirring emanated from the heavy machinery. 

Spider-Man dug himself from the shattered cockpit, body coursing with electricity as he resisted twitching. 

“So… that’s what it feels like to be a lightning rod,” he said weakly. 

He carefully dropped to the ground, nearly collapsing as he fell to one knee. 

_ “It’s a wonder I’m not fried spider right about now…” _

Fighting his quaking hand, he reached for the sedative he stored in his belt. Thankfully, it looked to be intact. 

Pushing off the ground, the hero stumbled over toward Electro before he had a chance to recover.

“Time for your medicine, sparkles,” he said, readying the needle. “Now… say…  _ ah!” _

The needle effortlessly stuck in Electro’s neck and administered the drug. It was the final push he needed before falling into complete unconsciousness.

Verifying that the villain was indeed out cold, Spider-Man fell back, sitting on the ground. 

His left hand continued twitching violently, so he reached to grab it with his right hand, the one he had slid the rubber glove over. 

Clutching his wrist, he  _ felt  _ something was wrong.

Squinting, he rolled his glove back, displaying his web shooter.

Rather, the carcass of his web shooter. 

The boy’s eyes turned upward in grief under his mask.

_ “Oh, you’ve gotta be kidding me! One of my web shooters, too?! This is gonna take at  _ least  _ a week to fix!” _

He facepalmed.

_ “Not to mention I’m gonna be down one for the rest of the trip…” _

He then removed the destroyed device from his wrist, examining the damage in further detail. 

The nozzle was utterly fried and so was the slot for inserting web fluid cartridges. Instead of causing the cartridge to pop like a balloon however, it would seem the massive amount of electricity had rendered the delicate chemical cocktail unusable.

Sighing deeply and shaking his head, he resisted the urge to fling the device over his shoulder and discard it permanently. Dejectedly, he placed it back on, pulling the glove of his costume over it once more and at the same time discarding the thick insulated glove occupying his opposite hand.

The young hero stood to his feet, having decided his short breather had lasted long enough. 

_ “I can’t sit around and mope  _ too  _ long… Dr. Connors is still out there, and of course, I have to stop him.” _

He leapt, perching upon the fence separating the site from the road. Just as he prepared to fire a web from his remaining web shooter, he heard a car pull up and park. 

Looking over, he laid eyes upon the damaged chassis of Martha Connor’s vehicle, watching her exit.

“I took care of Electro. That sedative put him out like a light,” pointing behind with his thumb. 

“Good. I can take him and have him sent back to Ravencroft immediately.” 

Spider-Man dropped down to meet her. 

“And the gene cleanser?”

She retrieved a vial of the solution from her coat, passing it to the vigilante. He accepted, placing it in the same belt compartment as before.

“Okay, I’ll bring Connors ASAP. Just wait here,” he said as he headed for the nearest manhole. 

As much as Martha wanted to disagree and venture into the sewers alongside him, she knew she was much too hurt from Electro’s attack on her. She also knew she had a responsibility to take Electro back into custody, as well as, perhaps most importantly, make sure Billy was safe. 

And so she watched wordlessly as Spider-Man lifted the cover above him as though it were weightless, dropping down in the tunnel below as the heavy iron slab fell back into its place. 

\---

“Say, err… Flash?”

The jock jolted, being so immersed in his conversation with the fellow members of the football team that he’d neglected to notice Stanley Lieber approaching the group. 

“What’s goin’ on, Mr. Lieber?”

“Well, since the bus seems to be running a bit late I figured I’d go ahead and do an unofficial attendance check of sorts, and… I can’t seem to find Peter  _ anywhere.” _

Flash sat up in his seat slightly. Of course, he had immediately forgotten how he and Peter were told to stick together, explained  _ very  _ clearly before they left New York.

“You know where he is, right?”

“Oh, uh… yeah.  _ Yeah,  _ he just… ran off to the bathroom real quick, that’s all. Heh, you  _ know _ how weak that guy’s stomach is.”

The older teacher paused, thinking the answer over in his mind.

“All righty. Just make sure you two  _ stick together  _ once he gets back.”

Flash sighed. He honestly wasn’t sure if the teacher would buy his lame excuse, but it seems like he did.

_ “Come to think of it… where  _ is  _ Parker anyway?” _

\---

At that very moment, Parker was deep in the underground sewer system and on the hunt. 

The young superhero walked through the dank and nearly pitch-black tunnel, lighting his way using the spider-signal on his belt.

As he moved forward through the darkness, he saw light up ahead.

_ “This must be the hole Connors dropped down, from earlier...” _

He stepped forward into the light coming from above. 

Daylight shone through the entrance in the ceiling above him. Just to his left was a thick stone wall, and leading up to the opening was a simple set of worn ladder rungs. Peeking through the still uncovered manhole from his spot below, he could recognize a few buildings from the brawl there earlier. He then turned his gaze back down, looking for anything he could use to track the lethal Lizard.

The vigilante knelt, looking across the brick flooring beneath him, and something caught his eye.

_ “Is that…” _

He grabbed it.

_ “...It looks like a scrap of Connor’s lab coat, not to mention the blood on it. He must've taken a major scrape during the bout with Electro.” _

Placing it back on the ground, the hero then noticed a  _ trail  _ of blood. 

It started at the ground in a small pool, and then trailed up and across the wall, vanishing into the darkness. No doubt left by Connors as he crawled upon the wall, Peter figured.

He stood again, and quickly followed the trail laid before him. 

As he pushed deeper into the labyrinthine complex of tunnels and pipework, he noticed as the blood trail began to grow thinner and thinner. 

_ “His healing factor must’ve taken care of that wound already… I hope he hasn’t fully healed yet, at least I’ll have a  _ chance  _ to take him on that way…” _

Sure enough, the trail vanished entirely, and the hero found himself setting foot into a large, hemisphere shaped room. The walls were strewn with a bevy of pipes, all in varying sizes and thicknesses, and not to mention a handful of steel platforms providing access to valves of countless purposes. Various debris littered the stony sewer as well, all kinds of pallets and crates whose usefulness have long since been outlived.

Spider-Man switched off his spider-signal. There was sunlight shining through multiple large grates in the ceiling, though he had no idea what location of the city he was currently in.

Or, under.

He leapt up to a steel railing, attempting to gain a bird’s-eye-view of the area. He knew he would gain a major advantage if he spotted the Lizard first, and considering the sheer strength of the shifted-scientist, Spider-Man needed all the help he could get.

His vision traced from one edge of the cavernous room to the other, spotting nothing but pure junk and pipework. 

His search came up empty.

_ “C’mon, Connors… where are y-” _

Alarm bells rang in his head, and the hero quickly attempted to leap out of the way.

He wasn’t fast enough.

The Lizard’s massive tail snapped down and formed an unbreakable chokehold around Spider-Man’s neck, lifting him off his feet to come face to face with the repugnant reptile. 

Fighting through the increasing lack of oxygen in his lungs, the vigilante attempted to speak.

“Jeez, buddy, ever heard of breath mints?”

The Lizard responded by screeching directly into the hero’s face. He then flung the hero from his tail, sending him crashing through the steel railing and crumpling to the floor in a heap. 

“Oh, c’mon… not even a friendly neighborhood hello?” Spider-Man asked as he regained his footing.

Lizard landed loudly mere feet from Spidey, who quickly rolled to the side and entered a battle stance. The two circled the room in a standoff, both waiting for the other to make the first move. 

The animalistic assailant launched an attack first, swiping at Spider-Man with razor sharp claws.

He deftly dodged as the concrete shattered beneath Lizard’s swipe, throwing a full-force right hook of his own towards the jaw of his foe. It connected, though it hardly affected him.

The cold-blooded killer responded with a volley of lightning-fast swipes in all directions, pushing Spider-Man’s agility to its limit as he leaned left, right, crouched, flipped out of the way… all in mere seconds. 

Spider-Man landed from his flawless flip, and fired a small net of webbing from his remaining web shooter at the Lizard’s maw. Instantly, his mouth was clamped shut, though Lizard quickly tore through with sheer jaw strength. 

In the moment Lizard was tearing through the webbing, Spidey had already leapt towards his enemy once more. He clasped his hands over his head and swung down hard, aiming for a direct blow to the head. 

It landed, and Lizard was sent reeling towards the floor. His tail lashed out and slapped Spider-Man crashing through a set of pallets. 

The reptilian quickly recovered, and pounced upon the incapacitated hero before he could leap away. He growled a powerful roar and leaned back with a hiss, opening his jaw wide.

He shot forward like a snake, aiming directly for Spider-Man’s throat to deal a lethal blow. 

His jaws shut, clamping down tight on…

A chunk of the shattered pallet that Spider-Man quickly swiped in as a makeshift shield. 

Thinking fast, Spider-Man rolled out from under the Lizard as he clutched at the chunk of lumber stuck in his mouth. He then backflipped into the air and shot a webline to the ceiling, swinging towards Lizard with a powerful kick that sent him smashing into the nearest wall. 

Spider-Man dropped down, and immediately began spraying webbing upon the reptile, attaching him securely to the wall.

Lizard resisted, snapping multiple strands, but Spider-Man was too quick. He continued layering the substance on until his web shooter ran empty, and soon Lizard was rendered entirely immobile beneath countless nets of webbing.

“Paging doctor Spidey, it’s time to give your second patient his medicine.”

The reptilian’s exposed jaw thrashed as much as it could move, growling and screeching in anger. Spider-Man adhered to the wall Lizard was attached to, grabbing and uncapping the vial of gene cleanser. 

“Now, we’ve already done this dance before, so make it easy on yourself, and…”

In a flash, Spider-Man grabbed Lizard’s mouth with his free hand, spreading his jaw, and quickly forced the serum down his throat with the other. He promptly ripped his hand back before it was bitten off and had thankfully managed to administer the entire dose.

The vigilante watched and waited for the Lizard to transform back into a human, and after a few moments, the process began. Spider-Man tore through his webbing as his foe reverted, and mere moments later pulled an exhausted and drained looking Curtis Connors from the cocoon of webbing.

“Dr. Connors, are you okay?”

The doctor grunted, eyes squinting as his brow tightened.

“What’s… is… Spider-Man…?”

“Yeah, it’s me doc. Something happened.”

The hero helped Curt to sit up as the doctor put a hand to his head. 

“...I transformed again, didn’t I?”

Spider-Man nodded once in silence, earning a sigh from Connors.

“I… was afraid of this. It seems that the gene cleanser only reverts me back into my human form, without totally curing the latent DNA and gene mutations.”

“So… you’re saying the cleanser isn’t a permanent cure?”

“No,” Connors said glumly. “I’m afraid not.”

The two sat in silence beneath the city for a moment. Then, Connors’ head shot up in realization.

“Wait, what happened to Electro? Did he escape?!”

Spidey put a hand on his shoulder.

“Don’t worry, doc. I took care of Electro with some help from Martha.”

Connors’ posture loosened in relief.

“Where… where  _ is _ Martha?”

Spider-Man stood, offering a hand.

“She’s actually waiting on us right now. What do you say we head back?”

The doctor smiled weakly.

“Yes, I’d like nothing more.”

Minutes later, the grating of the steel cover opening gave Martha a slight startling. Though she soon sighed in relief as she saw Spider-Man leap from the manhole, carrying her husband alongside him. 

“Curt, are you okay?” Martha said as she took him into an embrace. 

“Yes, I’m all fine now.”

“Dad!” 

The husband and wife were shocked as Billy collided into them, throwing his arms around the two as far as he could. The duo could only laugh softly in relief, happy to be a family again after a stressing past hour of events. 

Curt pulled back from his family after a moment, facing Spider-Man.

“I don’t know how to thank you, Spider-Man. This is the second time you’ve done more for my family than I could ever hope to repay.”

“Don’t mention it, doc Connors. All I ask is that you keep helping people as best you can with science.”

“Well, still… I don’t know what brought you to Florida, but I’m more than thankful you were here. If you ever need anything, please, don’t hesitate to ask us.”

_ “I could say the same to you, Dr. Connors… what brought Electro  _ and  _ Connors out here in the first place?” _

“I’ll remember that, Dr. Connors.” He then politely shook Connors’ hand, and turned to leave. “I hate to leave so soon, but there’s somewhere I gotta be.”

And in an instant, Spider-Mean leapt into the sky, swinging valiantly from a webline.

_ “Now… if that tour bus has come and gone already, I’m totally screwed.” _

\---

Back at the planetarium, after what seemed like an  _ eternity,  _ the students rejoiced as the familiar tour bus pulled into view. Mr. Lieber stood from the table where the chaperones all sat, quickly attempting to round up the group of teenagers. 

“Now, everyone, gather up so we can get through roll call and get back on the bus, all right?”

He then went one by one down the list, as always, calling each student’s name and waiting for a response. So far, each and every student replied with a quick and courteous “here.”

“...Peter Parker?”

Silence. 

“Peter Parker.”

There was nothing.

A few students rolled their eyes, used to Peter’s strange disappearing act, and Mr. Lieber looked up from the attendance sheet.

The second his eyes left the page, he saw as the teen in question took his place by Flash in a rush, quickly stammering a response.

“I’m here, I’m here, sorry. Phew.”

“Very good, Peter. Now then...” Lieber said, continuing roll call. 

Peter sighed, more than relieved he’d both taken out Electro and rescued Connors, all with time to spare. Though, he truly did hope there’d be no more crazy hiccups like that during the rest of the trip.

And so, the young teen happily returned to the trip, just as he had hoped. 

\---

Meanwhile, way back up the Eastern seaboard in Manhattan, a lone figure snuck through the darkness of the night. 

It was a man, dressed sneakily, and he was breaking into a place he clearly had no permission to enter. Especially not at this hour of night.

The man moved forward, down a dark and lavish hallway, crouching before a door. Digging in his pocket, he retrieved a small kit of tools, and quickly set to work picking the lock.

It stood no match for the man’s expertise, and quickly opened wide without a sound.

Entering the penthouse before him, he quickly found his target.

A “statue” of a knight in armor, placed directly against a support beam.

The man’s hands traced over the pillar and the statue, searching for something, anything, to…

_ Click.  _

The statue split in half, electronic motors pulling both halves apart, revealing a staircase going deep down.

The figure wasted no time descending them, activating the flashlight he wore just above his ear. 

At first glance, it was an ordinary wine cellar. It stood mostly untouched, with at least a dozen shelves standing full of priceless bottles of wine. 

He ignored them all, walking directly to a shelf braced up against a solid brick wall.

_ “Right around… here,” _

Pulling on a specific bottle, a mechanism was activated, and the false wall revealed itself. 

It swayed forward, revealing a square room behind it.

The man’s eyes widened. 

He then grabbed for his phone, dialing a number quickly and holding the receiver to his ear as it rang.

_ Click. _

“Give me some good news.”

The man laughed. 

“It’s here Kingsley,” he said. “It’s all here. Exactly like the info said.”

Though the man couldn’t tell, Kingsley smiled wide.

“Excellent.”


	3. Alpha Male

**Notes for the Chapter:**

> Hello, everyone! First of all, apologies for the long hiatus between this chapter and the last. I promise, I'm not abandoning this story! I've been swamped over the past month with the college semester starting, so I don't have as much free time as I did during the summer to write. So, for the time being, chapters may be a bit slower to drop, unfortunately.
> 
> Now that that's out of the way, I'm proud to present this chapter to you, humble readers. I was pretty excited to write this, and I finally feel like we're getting into the juicy bits I have planned. That being said, I sincerely hope you enjoy!

_ “SPIDER-MAN, ELECTRO AND LIZARD TERRORIZE SUNSHINE STATE”,  _ the headline said.

Beneath that was a photograph of the street, captured after the climactic confrontation came to a close. Those who witnessed the battle would recognize the damage immediately. Cracked concrete, charred car chassis, crumbling foundations… all the usual telltale signs of a superhero smackdown. 

Even further down, below the printed image, was a small single-lined subtext. 

_ “PHOTOGRAPHY BY NED LEE” _

The man holding the newspaper, Miles Warren, paused for a moment as he took a sip from his coffee mug. He continued skimming the paper, reading over the Bugle’s next story; coverage of a research ship which submerged not far off the coast of Manhattan.

_ This _ article caught his attention. 

He read on, learning that the ship’s crew had traveled out to study the side-effects, if any, of an experimental hydro-electric generator, developed and installed entirely by Oscorp. Studies progressed well, until a particularly bad storm came and rocked the ship, unfortunately causing it to capsize soon after. Almost all of the crew came out unscathed, with the exception of one Morris Bench, whose body has yet to be found.

A demolitions expert for Oscorp, Bench had taken the job as a crewman on the ship after Oscorp restructured following the revelation that Norman Osborn was the Green Goblin. 

_ “Funny,”  _ Miles thought.

_ “Even after his demise, Norman Osborn continues to ruin lives.”  _

The somewhat suspicious scientist sipped from his mug once more, as a thought occurred to him.

_ “With Norman out of the picture, I suppose I’ll have to locate a new source of… subjects.”  _

He turned his thoughts, ruminating on the more seedier connections he’d made as of late, especially during his involvement in the Molten Man saga. He then recalled one Blackie Gaxton, the man who seemed to have all the connections in New York’s criminal underbelly.

Warren finished his drink with a hefty swig and placed the empty mug on the desk before him. He then retrieved his cellphone from his lab coat pocket, dialing the number he’d been given by Gaxton.

It rang and rang, wearing the scientist’s patience somewhat thin.

Finally, after what seemed an eternity, there was an answer.

“What is it?” said the voice, in a familiarly thick accent.

“Gaxton, my friend, we need to talk.”

  


\---

  


The sound of the front door unlocking and pulling open tore her from her book. 

“I’m home, Aunt May,” came Peter’s joyous call. 

After being gone for nearly a week straight, hearing Peter’s voice put a wide smile on the aging aunt’s face. She quickly sat her book down, rushing to meet the weary teen.

“Peter, dear, I was  _ wondering  _ when you’d finally make it home,” she said exasperatedly as the two embraced.

“Yeah, the uh... traffic was killer. Must’ve been the longest bus ride of my life,” the boy joked. 

“Well, it’s no matter. You’re back safe and sound, and that’s what matters.” She then led Peter to the couch by his shoulder, sitting with him.

“Now, tell me… how was the trip? Did you have a nice time, dear?”

Peter paused, thinking for a brief moment in his head.

“Yeah, actually… it was nice to get some real vacation time for once.” 

_ “Excluding how I had to put the hurt on Lizard and Electro, anyway.” _

“Oh, that reminds me, actually,” he quickly recalled, digging in his trusty satchel. His hands brushed past the fried remains of his web shooter, and he grimaced, knowing the work he’ll have to put in to fix it. 

Regardless, he found what he sought, and quickly pulled it from the bag.

“And  _ this  _ is yours, May.” 

He extended to her a small item, a ceramic base affixed to a glass dome. Said dome which was full of a clear liquid, alongside a few bits and bobbles.

Clearly, it was a snowglobe. 

“It’s a, uh… snowglobe. With a melted snowman in it,” he added sheepishly. “Get it? I figured it was the kind of thing you’d like.”

The older woman held the knickknack gingerly, delicately running her hands over it.

“Peter, I simply adore it… but really, you didn’t have to get me anything,” offering a sad smile.

“Hey, I said I was gonna get you a souvenir, didn’t I? I keep my word.”

“Well, even so… I appreciate it very much. And,” she said, standing and making her way to the fireplace, “I know just the spot for it.” She then carefully sat the globe on the mantle, just beside their family photo.

“Believe me, Ben would have too… he amassed quite a collection of trinkets and such over the years,” with a fond remembrance in her tone.

“Ah, look at me… I’m getting all caught up in the past again,” turning to face Peter with a wistful smile on her face, walking over and sitting somberly on the sofa.

“In any case,” she said, clapping her hands together and immediately changing the subject, “You must be starving after the whole trip back. Would you like something to eat? I was just about to make dinner.” 

Peter smiled, and stood up as well. “That’s okay, I’m not feeling too hungry. Besides, I’m pretty beat after the flight and the ride home, so I was gonna turn in early and rest up.” 

“Well, I certainly don’t blame you,” she said softly. “A trip like that must have been exhausting on any young man,” she said with a small smile. “Regardless, I’ll just leave a plate for you in the fridge, in case you get hungry later.”

The boy smiled again. “Sure thing, Aunt May.”

And with that, he bid a good night, and retired to his familiar and comfortingly blue bedroom. 

The charred remains of a former web shooter hit the desk with a dull thud, along with a thoroughly fried component snapping off and shattering to bits. 

_ “It’d be the understatement of the year to say I’ve got my work cut out for me on this little… project.”  _

He sat down in his chair, poking and prodding at the now-dead device with a pencil, carefully and appropriately surveying the damage.

_ “Let’s see… the spinneret’s welded itself to the base… the cartridge loader mechanism’s entirely turned to ash… oh, and it looks like the trigger is stuck on itself.” _

The pencil dropped to the desk in frustration.

_ “Great. Just like I thought… At LEAST a week to fix all this… “ _

He sighed in frustration, exasperation, and desperation, rising and walking to his closet.

_ “Well… desperate times call for desperate measures, I suppose…” _

Before the teen, tucked in the corner of his darkened closet, stood a waist-high dresser.

The very bottom drawer was pulled open, and under a pile of forgotten, entirely too-small clothing sat an old shoebox. 

Lifting it out and setting it upon the set of drawers, Peter removed the lid and laid eyes upon the contents of said box.

His old prototype web shooters. 

_ “Sheesh… I haven’t touched these things in at least a year… but until I get ol’ lefty back up to snuff, this’ll have to do me.” _

Grabbing one and fastening it around his wrist, he inspected it closely as he ensured the fit was still proper.

_ “Gonna have to remember these things don’t automatically reload… and... tend to clog up a lot, too…” _

He then went through a checklist of all the problems the gadget had, and remembered that they were, in fact, prototypes. 

The genius teen sighed, but all things considered, it was better than nothing.

Hopefully.

His problem  _ mostly  _ solved for the time being, he then spent the rest of his evening drafting reparation plans, all before collapsing into bed hours later.

  


\---

  


The elevator slid open with a soft  _ ding,  _ and one rather disgruntled looking Harry Osborn stepped into the hallway of his lofty penthouse home. 

Approaching the same familiar door he’d been through countless times, he noticed something unusual.

A duo of police officers, standing vigilantly on either side of the front door.

“Hey, uh… what’s going on?” the teenager inquired. 

The two of New York’s finest quickly glanced at the troubled teen, before soon realizing who in fact they were speaking to.

“Ah, you must be the Osborn kid, right?” spoke the first officer.

“Yeah, I’m Harry Osborn. Why are the cops here? ...Don’t tell me it’s more Goblin garbage.”

The two shot an odd glance between one another.

“Uhh, no, actually; there was a break in reported here just an hour or two ago. We’re on guard duty til’ the investigators finish combing over the place.”

Harry grimaced.

_ “A break in? Great. Must be an enemy Dad made parading around as the Goblin.” _

He silently tried to think of any suspects, and then… his brow furrowed intently.

_ “...Spider-Man. But why him? ...Was he trying to tie up loose ends and come for me next?” _

“Well,” said the same officer, crashing the young Osborn’s train of thought. “We’ll let you inside, kid. I’m sure your mother is dyin’ to talk to you,” speaking as he pushed the door wide open.

“Thanks.” He replied bluntly, entering his home.

Just as the duo of officers said, a small team of investigators were scanning their penthouse interior top to bottom, leaving no stone unturned. In search of what, though, Harry had no clue. 

Sure enough, a negligible distance away, his mother Emily stood watching the officers with worried eyes..

She then noticed her son approaching, quickly shifting focus. 

“Harry, my boy-”

“Mom, what happened here?” Harry said bluntly.

His mother paused for a brief moment, caught off guard by Harry’s interruption.

“Well, we… don’t really know yet, son. These officers haven’t actually found  _ anything  _ missing yet.”

“Then what makes you think there was a break in?”

“The locks… on the front door, they’d been opened. You know I always make extra sure all the doors are locked before I retire to bed, don’t you? This… this morning, I found they were left open. Someone was here. I’m certain of it.”

“Was anything stolen?”

“That’s what they’re looking for… No valuables of mine or… or your father’s were missing, as best I could tell.”

It was that moment that realization struck the young teen.

_ “They’ll never find anything missing, because they don’t know where to look... But I do.” _

“It’s all right, Mom,” he quickly offered, trying to quell his mother’s worries as best he could. “It’s probably just... someone trying to scare us. People didn’t take too kindly to finding out Dad was the Goblin, remember?”

Emily was… a bit stunned by Harry’s sudden… forwardness? Bluntness? Commandeering nature? She didn’t quite know how to put it, but Harry had definitely changed recently. 

Though, she supposed losing a parent would do that to any normal person, regardless of circumstance.

“...Yes, I suppose you’re right, Harry. I just... worry for you, especially… what with all that’s gone on lately, you know?” she said with a sad, wounded smile.

Harry frowned, his eyes cold.

“Well, don’t. I can handle myself just fine.”

Without further ado, he turned, making for his room. There, he unceremoniously dropped his bags to the floor and sat on his bed.

_ “Everyone… everyone thinks I’m such a stupid, weak idiot. Gwen thinks I didn’t see the way she acted towards Peter that whole trip. Peter’s too pent up on making a quick buck off Spider-Man and trying to steal Gwen from me to bother showing up to our plans. Mom thinks I’m still a child who can’t be left alone for more than a day.” _

His teeth gritted tightly as his pent up frustration grew larger.

_ “Dad… I get it now. You were just trying to make me stronger the best you knew.” _

He felt tears well in his eyes, but…

No.

He willed them away.

_ “Crying is no better than apologizing. And you never apologized.” _

He took a clear, deep breath.

_ “I swear on your grave… I’ll make you proud, Dad.” _

  


\---

  


“Spill, girlfriend; what’s eating at you?”

The confident redhead’s question easily pierced Gwen’s veil of silence.

“Oh, uh… it’s nothing.” 

The two had decided to hit up the Silver Spoon for a quick coffee and chat once they’d returned home from the  _ exhausting  _ trip. They both felt there was a lot to catch up on, fortunately. 

In response, Mary Jane’s head tilted forward, giving the blonde a “look” of her own.

“Please. Don’t insult my intelligence.”

Gwen cracked, throwing her hands up in surrender.

“Okay, okay… well, I guess I just feel kind of… bad, about the trip.”

“And why’s that?”

The blonde bit her lip in shame.

“I… kind of spent a lot of it seeing Peter… instead of… you know, my  _ boyfriend,”  _ she said plainly.

The girl opposite her laughed.

“Please, that’s hardly anything to get torn up over. Harry doesn’t own you, does he?”

“Well, of course not. But still… I feel like I’m going behind his back, or…  _ using  _ him somehow.”

“Girl, what on Earth could you be using him for?”

Gwen sighed softly.

“I don’t know… I just don’t feel right about this whole... situation. Peter broke it off with Liz, and then I was going to break it off with Harry, but then he lost his dad, and now it’s gotten so weird and jumbled… and I’m just not sure I can do it anymore,” she said all at once, with a monumental sigh.

“Hey, listen. Look at me.”

The blonde’s blue eyes met MJ’s own green pair.

“If there’s one thing I know about you, Miss Stacy, is that you can stand up to anyone, or  _ for  _ anyone. Including yourself, as much as you don’t want to admit it. Harry losing his dad is tragic, but it’s been months now… and delaying the inevitable is just gonna make it even harder when the time does finally come. Capisce?”

To be honest, Gwen felt a bit surprised by MJ’s thoughtful words of advice. Being a close friend of hers, she obviously knew there was more than meets the eye to the knockout redhead, but even she was amazed by the knowledge she possessed.

“Yeah, um…”

She nodded intently.

“Yeah, you’re right. I guess it’s just… hard. The three of us have been close so long, the thought of hurting either of them doesn’t sit right with me.”

“Trust me, it’ll be better for everyone in the long run. Have I ever lied to you?” she said, flashing her signature stunning smile.

Gwen smiled back warmly.

“No… never. Thanks, MJ.”

Now, after hearing words of advice from both her father and her dear friend Mary Jane, Gwen felt she was finally ready to begin the talk she’d been dreading for months.

Though the matter of when, on the other hand, was an entirely different matter.

  


\---

  


“My my, Mister Fisk. You’re quite the difficult man to reach,” said Miles Warren. 

The aforementioned Fisk stopped dead, almost dropping the silverware he held in his powerful grasp.

The rich and rotund mountain of a man had taken to a very private and very expensive restaurant to enjoy dinner and some quiet time, as per his usual daily schedule. Until he had been unceremoniously interrupted, that is.

Slowly and begrudgingly turning to face the unfamiliar voice, he spoke.

“Do I… know you?”

“Warren. Miles Warren. And you don’t know me, but I’ve got quite a proposition for you.”

He held a hand towards Fisk in hopes of a shake, but received an icy cold stare instead.

“What on  _ Earth _ could you possibly offer? What gives you the right to interrupt…  _ me,”  _ Fisk replied.

Warren smiled wickedly.

“I’m sure you’ve heard of the... bevy of so-called “supervillains” traipsing around the city, yes? Characters such as the Rhino, Sandman, Kraven…”

“I have. Colorful and destructive nuisances, from what I gather.”

Fisk felt his patience rapidly waning, recalling the damage sustained by his businesses as a result of those very same villains choosing those locations as a personal arena against Spider-Man.

“Nuisances…? Well, I’m sure you’d think the opposite if you were in complete control of them,” Warren added.

_ This  _ gave Fisk pause. 

“You… wish to offer me a method of controlling these… costumed freaks?”

“Please. Nothing as simple as that.”

“Then what? My patience is  _ far  _ from infinite, Mr. Warren.”

“I’d like to propose a deal; if you supply me with human… “subjects,” I can turn them into docile and obedient supervillains for you to command at your absolute leisure.”

The much larger of the two stared blankly at Warren.

“You mean to tell me you want to create an… army... of these villains? And for what?” Fisk inquired. “What exactly is it you gain from this? Do you expect me to... pay you? Offer a reward of some sort?”

“Of course not,” he responded plainly. “I merely wish to continue my research.”

A silence arose between the two, and the blanket of uncertainty covered them thickly.

Fisk exhaled, gently placing his silverware on the plate of his expensive dish.

“You’re quite a lucky man, Mr. Warren.”

Hearing this, the aforementioned Warren’s eyes lit up cruelly.

“Had I been in a poorer mood, I’d be having my assistants dispose of your body at this very moment.”

He laughed once, cold and calculated.

“But your idea interests me. Offering me a powerful team of soldiers, fully at my command, and at no cost, for that matter. Many would call such a deal too good to be true… and I’d agree with them.”

Warren immediately mouthed to respond, but Fisk raised a hand to silence him.

“Before I discuss this further with you… I want proof of your claims. Bring me one of these “supervillains” that I may control as I see fit. Do that, and then we’ll discuss further terms of this… potential arrangement.”

With this, the mad scientist took a slight pause before replying.

“As you wish, Mr. Fisk. How shall I contact you once I’m prepared?”

“It will be taken care of. One of my handlers will meet with you.”

“Understood. Well then… trust that you won’t be disappointed.”

“For your sake,” Fisk replied. “I hope so.”

  


\---

  


30 stories high, a familiar  _ thwip  _ filled the sky.

_ “Well, JJ responded about as well as I expected.” _

Spider-Man swung gracefully through the air, totally lost within his own thoughts.

_ “As much as I could use the extra cash, it’d be too much of a stretch for people to believe both Spider-Man showing up in Florida  _ and  _ me snapping a bunch of pictures of the fight was all just one big coincidence.”  _

He leapt from his webline and perched upon a nearby awning, taking a brief moment to reflect and recollect. 

_ “‘Least he didn’t  _ totally  _ chew my head off. I’ll just… put a stop to some ruckus going on and take a few photos of that.” _

He paused.

_ “...If I can find a ruckus, that is…” _

As if right on cue, the sound of car doors slamming came from the alleyway below him. 

His head snapped, quickly locating the noise.

_ “Hey, whaddya know? Maybe the ol’ Parker Luck ain’t so bad after all...” _

Down at the source of the sound, an all-black SUV sat parked, its inhabitants having just exited the interior. 

Four men, all with Asian features, stood dressed in clean black suits. One of them, seemingly the leader, spoke in Japanese to his companions. His men nodded to him, and the man led them all through a nearby door, just up a few weathered concrete steps. They promptly entered, single file, and left Spider-Man’s line of sight.

Inside, the men were greeted with the typical sights of a lower-class apartment building. Unbothered by the chipped paint and less-than-clean floors, they continued through the side door, and then up the stairs, reaching the third floor.

They found their target quickly and then stopped, allowing their leader to take point once again.

_ Room 302,  _ said the nameplate on the door standing just before him.

The men’s leader quickly checked both ends of the hallway, verifying it was in fact empty.

He then drove his foot into the door like a jackhammer, instantly overpowering the lock and spreading the door wide open.

The apartment’s tenant jolted, falling from his couch at the sudden development. 

The group of men in suits entered promptly, following their leader, as said leader stomped towards the frightened man on the floor.

The leader of the group shouted at the man on the floor in Japanese.

Expectedly, he didn’t understand.

“Wh-what… what’s… what are you…”

The man towering above him shook his head.

“Henry Sullivan,” said the man, with ice cold conviction. “You’ve missed a few payments to us, have you not?”

The man on the floor, Henry, swallowed hard.

“Y-yeah, but… I mean, you know how it is! It’s hard to sell product what with-with Spider-Man out there!”

Henry’s interrogator smiled, one of pity.

“Do you take me for a fool, Henry?” he said, squatting by him.

“We know you’ve been stealing product from our shipments, selling it and pocketing the profits yourself.”

In the blink of an eye, Henry felt a fist collide with his face. Blood quickly gushed from his nose as pain surged through him.

“Now… think carefully about your next answer. Where is our money?”

Henry clutched at his nose, gasping in pain, his dazed mind scrambling to think of a cover story.

“Whoa whoa whoa, what’s going on here?” said a new voice cutting through the fray.

Everyone in the room turned to the window, and there hung Spider-Man, upside down from a strand of webbing.

“Something tells me you guys aren’t talking about trading baseball cards in here.”

The man questioning Henry laughed silently, returning to a standing position.

“They all say you like to crack jokes.”

“Almost as much as I like cracking down on criminals. And from what I just heard, you gentlemen all sound like the real deal,” he shot back, crouching in the windowsill. 

“A quick wit, too… For your sake, I hope you move even faster.”

He then turned towards his companions.

“Men…”

_ “Uh oh… Spider-Sense.” _

“Kill him,” said their leader.

Despite his command, it was far too late.

In rapid succession, three web balls flung out and struck the men, gluing their hands to their chest, frozen in place as they reached for the pistols stowed in their coat pockets. 

The man leading the group grunted in rage, turning to witness Spider-Man pouncing at one of his followers. With unparalleled agility, the hero swung around the body of the crook, grabbing hold and landing against the floor, just before effortlessly throwing him at his two companions.

Naturally, they collided with a crash, and were pushed against the wall. They remained stuck there when a pair of web nets attached themselves to the trio.

Alarm bells rang in the vigilante’s head once more, as the men’s leader brandished his own pistol just out of sight. The hero rolled backwards onto his palms and used the momentum to drive a kick into the leader’s torso, sending him flying a few feet into the window with a hefty  _ crack.  _

“I’m going to ignore that cheap shot for now, because I’ve got a few questions of my own for you.”

The costumed hero grabbed the leader by the collar of his expensive suit.

“For one, your name.”

The man struggled slightly in Spider-Man’s grasp, though he hardly appeared to be worried.

“Heh… What makes you think I’ll give you anything? We all know you’re soft, that you refuse to kill.”

“Oh, believe me… I can be  _ quite  _ convincing.”

In the immediate moment that followed, the hero spun in a circle, dragging the man behind him, before throwing him directly out the opposite, opened window.

He screamed in horror, fearing for the worst as the pavement came nearer, and-

_ THWIP! _

A web caught him square in the back, anchoring him as he swung and collided with the face of the building.

In reality, he’d only fallen about 10 feet total, but he didn’t know that. He was scared for his life all the same.

Catching his breath and wincing from the pain of smacking face first into the brick exterior, the man remained hanging there. Spider-Man speedily scaled down the wall, taking point just beside the man.

“Now, what were you saying about not talking? We can try that little maneuver again from the roof if you’d like.”

Scrambling to steady his breath, the man replied shakily.

“It will take… more than that… to break me, wallcrawler.”

The hero’s shoulders dropped as he sighed.

“And here I thought I  _ wasn’t _ gonna have to climb all the way up to the roof…”

He then reached over to grab the man, ripping the webline from his back.

“Well, can’t be helped. I hope you’ve got your will in order,” he said as he began his ascent.

They had just passed the top of the window when the man’s silence cracked.

“All right, all right, just… stop. I’ll tell you what you want to know.”

Spider-Man smiled under his mask.

“Now, was that so hard?”

He dropped his passenger down upon a nearby fire escape, so that they could properly converse face-to-face.

Said passenger immediately reached for the nearby railing to steady himself against as he caught his breath.

_ Thwip! _

A patch of webbing fastened his hand to the railing.

“Just making sure you don’t get any big ideas,” said Spidey as he crouched on the corner of the handrail. “Now then… how about a name, stranger?”

The man scowled.

“Yamaoka.”

“Okay, mister Yamaoka, next category; drug trafficking for 500.”

He leaned in towards Yamaoka.

“Tell me about this operation you’re running.”

His conversation partner winced.

“We shop out our product to local sellers, and they give us a cut at the end of the month.”

“I’m gonna need more than that. Where’s this stuff coming from? Do you make it yourself, or what?”

“No, we… We get our own shipment of product every month. It’s our duty to get it in the hands of sellers, and collect our portion.”

“Ahh, I get it… this is starting to sound like a real multi-layered operation. So, let’s get to the elephant in the room; who’s your supplier?” 

“The… the mafia.”

“Mafia? Like... Hammerhead, Silvermane…?”

“No, no… the Russians… they produce the drugs and deliver it to us, and then we distribute it to all the lowlifes.”

_ “Something tells me this upstanding gentleman hasn’t heard about throwing stones from glass houses.” _

“All right. where can I find these guys?”

“I... I don’t know,” Yamaoka stammered, clearly lying.

Spidey dropped down to stand in front of the man.

“C’mon, there’s gotta be something you can tell me. Or are we gonna have to go to the roof  _ after  _ all?”

“I’ve said too much already… they’ll kill me if they find out I snitched…”

“And imagine what they’ll do if they find out you let some small time peddler pull a fast one on you and totally rip you off. I can’t imagine that’d help a working business relationship, would it?”

Spider-Man’s words gave Yamaoka pause, and he thought deeply for a moment. Then, moments later, he released a defeated sigh.

“Fine. You are… correct.” The man then inhaled. “Tonight is the night we were to meet the Russians for our monthly shipment. Which is why I tracked down this fool… he’s been late the past two months.”

“Great. Where and when?”

“...Midnight. The docks. They always bring the same unmarked white van… you’ll see it… follow it to the trade location. They change it up to remain undetected.”

“See, now that wasn’t so hard,  _ was it?  _ It’s  _ good _ to talk and let it all out.”

Minutes later, by the time the cops arrived to investigate a noise complaint in the building, all they found were all of the men, Henry included, webbed together in one big pile.

_ “What do you know? That went a lot better than things usually go for me,”  _ Spider-Man thought to himself as he checked his camera.

_ “These oughta hold Jameson over til’ some new villain shows up.”  _

With his job done, pictures taken, and vital information gathered, the young vigilante quickly swung off into the skyline.

  


\---

  


Hours later, the sun had begun to set, and night was taking hold of the city.

Instead of finishing up work and beginning to head home like countless other people, however, an unusual scientist in the familiar ESU laboratory was hard at work.

After his proposition to Mr. Fisk, Warren had headed directly back to the lab, spending the rest of the day on preparations for the upcoming experiment.

At the moment, he worked closely on a small trinket, aided by the lens of a rather large magnifying glass. The tools he held delicately connected circuits, infinitely small components, and technology worth an untold fortune.

Minutes passed, and eventually, with a final component being affixed to a small, coin sized circuit board, his work was done. Warren pushed the magnifying glass out of the way and sat down his tools.

He then lifted the gadget, a small, blindingly red ovular thing. Placing the top half back on, the delicate inner-workings were sealed away, and the gadget’s shape was whole once more. To the average eye, it was almost indistinguishable from a deeply red jewel, or stone of some sort.

No sooner than the moment he’d finished, the entrance doors swung open.

In walked Dr. Kaufmann, the mostly-unseen head doctor of Ravencroft, who led a man following closely behind him.

Said man was in a straightjacket, mumbling incoherently, wildly… ferally. 

It was Colonel John Jameson. What was left of him, that is.

Warren carefully placed the red gadget in its container, closing the glass lid securely. 

“I was wondering when you two would decide to show up,” he said bluntly.

“Job is done, Warren. You have my payment, yes?” Kaufmann replied. 

Warren pursed his lips. 

“Of course.”

True to his word, he turned back to his desk and opened the bottom drawer. Beneath a false bottom sat the funds he’d been given by Sergei Kravenoff.

The scientist carefully retrieved their discussed payment amount, replaced the false bottom, and shut the drawer, all before handing it over to Dr. Kaufmann.

“You  _ must  _ tell me how you do that someday… it’s utterly indistinguishable,” said Warren.

Kaufmann smiled, stuffing the bills in his pocket.

He then pulled off his face.

“Trade secret, Warren.” spoke The Chameleon.

Warren shrugged. “I respect that.” 

Chameleon turned, darting eyes between the feeble Jameson and Warren once.

“...Might I ask  _ why _ you specifically required Colonel Jameson, Warren?”

The twisted doctor smirked. “Consider it as… insult to injury to Dr. Connors.”

“I see,” Chameleon replied somberly. “Regardless, I’ll be taking my leave now. You know where to find me,” said the faceshifting superspy as he left.

“Now then… Colonel Jameson,” he said, just as Chameleon made his exit.

The former colonel snapped, jumpy, locking eyes with Warren.

“J-Jameson? No, no… I just…”

He shook his head, grunting in anger.

“The doctor said… he told me you can bring back the… the power… the power  _ Spider-Man _ took from me!”

Warren stepped back as Jameson struggled against his straightjacket ferociously. He then adjusted his glasses slightly.

“Yes, Colonel. It’s true. I’ve developed a way to give you power you’ve only dreamed of.”

The astronaut’s eyes widened.

“Where?! How?!”

“Come with me, and I’ll show you.”

Mere seconds later, in a more secluded room resembling that of a hospital exam room, Jameson sat, straightjacket removed, as Warren prepared the very same gadget he had completed only minutes ago.

“This, Colonel, is how you’ll be gaining your power,” said the scientist, flashing the device to him.

Jameson stared blankly, seemingly in awe at the luster and shine of the item.

“This stone will… give me power?”

“As I said… beyond your wildest dreams, Colonel.”

He nodded heartily in response.

“Good. Good, good, that’s great, okay… so, so let’s do this.”

“Of course, of course,” Warren replied as he approached the colonel. “Be warned,” he said as he held the gadget nearer to the man. 

“There may be a slight… prick,”

Punctuating his word, Warren stuck the gadget directly in the center of Jameson’s chest. The former astronaut grunted in slight pain, though it quickly faded.

“There was a miniscule needle on the back of that stone, and it’s now grafted itself onto your skin. To put it mildly; this change is now permanent.”

Jameson clutched slightly at the jewel implanted upon his chest.

“Fine, fine, that doesn’t matter… Just… Where’s my power…?!”

Warren smiled.

“That part, my friend, comes now.”

Just as with the Molten Man experiment, Warren retrieved a wireless remote from his coat pocket, and pressed the switch.

Before his very eyes, Jameson shouted and screamed in seeming agony, his body shifting uncontrollably. 

Warren’s smile only grew wider.

“Simply amazing…”

  


\---

  


An hour or so later, Wilson Fisk stepped through the door of the ESU laboratory.

“Ahh, there you are Mr. Fisk,” spoke Warren.

“I trust you have… good news to share?”

Warren grinned.

“Indeed. My experiment was a complete success. When transformed, the subject directly obeys given command,” he explained.

Fisk grimaced slightly.

“Transformed…?”

“Well, yes. The subject can go between human and… “enhanced” form at will. It allows the subject to blend in, draw no attention, you see.”

A look of slight confusion came to Fisk’s face, yet he replied sternly all the same.

“Yes, I understand… Tell me, where  _ is  _ this subject? I want to see with my own two eyes.”

“I’m glad you asked,” Warren laughed. “Right this way, Fisk.”

And so Warren led Fisk to where Jameson had been recuperating after the procedure; a spacious lounge area situated on the second floor.

“Hello again, Colonel,” said the scientist, breaking the air of quiet.

“Oh, uh… h-hello, Dr. Warren,” he replied weakly.

Fisk looked… uncertain, doubtful, as he looked at Jameson. 

“You used the… psychotic son of the Daily Bugle’s editor… as a guinea pig?” he whispered.

“Why, yes,” Warren whispered back. “Of all the choices I had, he seemed most pertinent, considering his stint as Colonel Jupiter,” he lied through his teeth. “But it doesn’t matter… once he had… “adjusted” after his first transformation, he’s shown remarkable mental fortitude and stability, almost as if his mind has been healed.” 

Fisk mumbled under his breath.

“Regardless… I want to see this “transformation” you’ve spoken so strongly about.”

“And you will… when there’s a suitable test environment.”

“...Do you mean to go against me, Warren?”

“By no means,” he said, throwing his hands in surrender. “But you should know… his altered form is highly… erratic, feral, if he has no goal.”

“Hmph... “

Fisk eyed the former astronaut, sitting in silence upon the sofa. He was staring out the window and up at the bright, full moon in the sky. In a way, the crime lord almost felt pity for Jameson’s clearly… delicate state of mind.

“So be it, Warren. I believe I have just the “test” that you require.”

“By all means, do tell.”

“There will be a drug deal at midnight. On the docks, at pier 18. The Russian mafia will be supplying the local Yakuza branch with a rather large batch of cocaine-”

“And you want Jameson to steal the batch?” the scientist interjected.

Fisk grit his teeth.

“I was not finished speaking, Warren. No, no… I don’t want the drugs.”

“Then… what’s the objective?”

“...I want your little test subject to slaughter and maim every last one of them.”

  


\---

  


Suddenly, there came a knocking at the front door.

After a momentary pause, it opened, and Harry Osborn came face to face with his visitor.

Gwen Stacy.

There was… an awkward silence, for a brief moment. Brief, but incredibly potent.

“Hey, Harry,” the blonde spoke.

“...Gwen, what are you doing here?”

“Well, I… I heard what happened from Dad,” she said shyly. “I wanted to check on you, see if everything was all right.”

“Yeah. Everything’s fine.”

The girl frowned.

“Harry… that wasn’t all. I wanted to talk to you, too. Face to face.”

“Look, can it wait? I’m trying to-”

“No, Harry, it can’t.”

The sudden sternness Gwen spoke with shocked the teen Osborn. He held his place for a moment, and then stepped an inch forward, out of the doorway.

“Okay… what is it?”

“Listen… back at Norman’s funeral, you said that I was “all you had left.” Did you mean that?”

The boy’s brow furrowed.

“...Yeah, I did. Why?”

“I just wanted to know if you really felt that way. But... that’s not true.”

“Not true? What are you talking about?”

“You know that both Peter  _ and  _ I always have your back, don’t you? No matter what happens.”

Harry’s face dropped as his eyes squinted.

“Right. You  _ and  _ Peter.”

“Don’t you believe me?” Gwen asked, exasperated. “We’ve both been there for you through everything, even the whole… Green stuff. I’m your  _ friend,  _ Harry!”

_ “Oh… so  _ that’s  _ what this is about,”  _ Harry thought.

“... _ Just _ my friend?” he replied, with sub-zero inflection.

Gwen’s eyes went wide, all too late at realizing her freudian slip. However, the momentary weakness passed, and she steeled her resolve, continuing.

“...Yes, Harry. This… relationship… it’s not working. You’ve been so distant and just flat-out rude to me over the past few weeks… yes. We just… don’t make a good couple.”

Gwen finished, and chewed her lip in slight anxiety, her heart beating strong in her chest. Harry remained frozen, motionless, as though he were a statue.

“Is that what Peter told you to say, or did you come up with that yourself?”

Gwen’s expression plummeted. She felt her cheeks turn almost red with anger.

She also felt the urge to slap him, which she…  _ strongly  _ resisted.

“...We’re done, Harry. I get that this is hard for you, but you’re not going to treat me this way any more.”

She took a deep breath, and turned to walk away.

“We’ll... see you at school.”

Harry clenched his teeth, watching as his now-ex-girlfriend turned the corner and vanished.

_ “Whatever. Like I need her… No, I don’t need anyone. Harry Osborn takes care of himself from now on, and I don’t need Gwen or Peter forcing their “support” down my throat.” _

He forcefully shut the door behind him with a  _ thud, _ returning to his business.

  


\---

  


Far across the city, the full moon cast a bright, clear light upon the pier. 

It was almost midnight, and aside from the usual sounds of ships, bells, and ocean waves that permeated the waterfront, it was strangely silent. 

A small, lone warehouse stood upon the elevated wooden platform, with one of its many garage doors raised. Inside, it was dark, and mostly empty, ignoring a few misplaced stacks of abandoned crates and metal chairs.

In the center, however, beneath a dangling light, was a large, circular table. Sitting at this table were three Yakuza members, some who looked far more patient than the others. Another pair stood, pacing the room slowly as they waited.

One of the men standing lifted his wrist, checking his expensive watch with a frown. He then spoke to his nearest companion in Japanese, asking what time he had. The man replied with the same time the former’s watch had shown; 12:03 AM. 

Silence fell over the warehouse once more as the men continued to wait, their patience wearing thin and their frustration growing. 

Soon enough, their waiting paid off, and the rumbling of an engine drew nearer and nearer.

As the Yakuza men expected, an unmarked white van reversed into the warehouse through the open garage, parking.

No sooner than the moment the engine shut off, every door on the van swung open. 

Russian mafia members exited the front and passenger door, and two more men crouched in the back pushed open the double doors. Behind them was a hefty pile of cocaine, organized in a stack.

The two men quickly stepped out of the back to join the other two Russians who had walked forward to meet the Yakuza.

One hand met another and the leaders of the two criminal groups exchanged a handshake. Outwardly, it appeared friendly and polite; though beneath the surface, it was clear there was a pungent hint of animosity between the gangs.

“Mr. Toyama, my friend, how have you been lately?” said the Russian.

“Fine, very fine indeed,” replied the Yakuza man through a false smile. “I hate to rush, but we should finish this as quickly as possible. I’m sure you heard one of our squads was caught earlier today.”

The Russian gave a hearty nod, motioning with his hands. 

“Of course, of course! We will have this done in no time, right boys?” He turned, facing his companions with an exaggerated smile and another exuberant gesture. He spoke something to them in Russian quickly, earning a response in the same tongue.

The Yakuza’s squad leader, Toyama, spoke to his men in Japanese, instructing them to pull their own van closer to load the cargo. His men obliged, and quickly began doing so.

As the Russians prepared to move their shipment, their leader spoke again.

“Let us make this quick, boys. Can never be sure someone is not watching.”

High above their heads, in an opened window just shy of the ceiling, a camera was being set into place.

_ “Oh, how right you are,  _ comrade, _ ”  _ thought Spider-Man.

The vigilante affixed his trusty camera securely in a net of webbing, and made sure the timer was set correctly. After he was satisfied, he continued crawling along the shadowy rafters of the warehouse and got into position. 

Back on the ground, the two leaders stood back and watched behind the table as their subordinates did all the heavy lifting, literally. 

Two Russian men lifted a small stack of cocaine bricks, carefully stepping over a few feet to pass it into the hands of two Yakuza men. 

The moment the brick touched the second pair of hands, the four men suddenly found themselves unable to let go.

A blast of webbing had appeared and attached all four men to the bricks. 

A storm of cursing followed, along with an incredibly heated tug-of-war match.

Appearing as if from nowhere, Spider-Man landed directly on the table in front of the two gangs’ leaders, earning a shout from the pair as well as from the Yakuza trio currently sitting at said table. 

“Sheesh, you guys have an insane bake sale going on here! I’m sure my friends in the NYPD would be  _ thrilled  _ to pay a visit,” he quipped.

The gang leaders balked in awe and anger for a split second, just before their hands shot out like snakes, both reaching for a concealed weapon.

The costumed hero was faster, rolling forward onto his palms and sending a powerful kick directly center-mass on both of the men, sending them flying a few feet across the floor.

“It’s always guns and knives with you mafia types,” speaking to himself as he recovered in the air. Using his momentum, he flipped forward once and then kicked the edge of the table hard, sending the opposite edge up and into the chins of two men seated at it. The recoil sent their chairs back and onto the floor with a loud crash. Spidey stuck the landing, flipping around to face behind him. 

“Why don’t we just settle this over a game of cards, fellas?”

Quickly surveying the situation, he noted he had two men left to take care of; the Yakuza in the chair directly in front of him, and a Russian mobster about 15 feet away.

“Call me biased, but…”

Both, he also noted, had just finished the process of brandishing their weapons.

“I’ve got a  _ mean  _ poker face.”

The vigilante opted to disarm the Russian first. He flipped to the side in an elegant cartwheel, firing a webline at the same moment, landing directly on the assault rifle the Russian had just aimed at his head. 

Bullets from the Yakuza’s pistol whizzed by, narrowly missing the hero’s body just as he yanked hard on his webline. The rifle flew from the Russian’s hand and collided almost instantly with the back of the Yakuza’s skull, and an elegant sweeping kick from Spider-Man completed the maneuver. The Yakuza gangster hit the floor with a loud thud.

The spectacular superhero somersaulted over the now prone gangster, trapping him in a net of webbing as he leapt through the air. He landed in front of the now weaponless Russian mobster.

Not a moment later, said mobster resorted to throwing a right hook at the hero, which was effortlessly dodged. Spider-Man grabbed the man’s arm, spun once, and threw him. The Russian flew a few feet before colliding into the previous four men whose hands were still very much webbed to the same stack of cocaine. 

Predictably, the five men crumpled to the floor in a pile, and a few nets of webs kept them down. 

The vigilante’s spider-sense rang at full blast, and his torso snapped backwards just as a bullet lodged itself in the wall behind him.

The leaders of the gangs had recovered and were now unloading their pistols in Spider-Man’s direction.

With an acrobatic set of twists and cartwheels, Spider-Man took cover behind the nearby Russian van. 

The Russian leader kept firing until Toyama stopped him.

“What the hell are you doing? Are we killing the spider or not?!”

“You idiot. Your bullets could hit the product that’s still in the van,” Toyama replied in frustration.

The mobster froze, and then shook his head, begrudgingly holstering his pistol. His eyes darted around their nearby surroundings, locking onto an opened crate nearby. Quickly striding over, he pulled a dust-covered crowbar from it.

“Then... we will beat him to death,” he said, passing the tool to Toyama.

Back at the van, Spider-Man sat perched upon the far side of the vehicle. He listened closely for a moment, and just beneath the sounds of the imobile, webbed up goons, he heard a pair of footsteps drawing nearer and nearer. Adjusting his position, he then leaned up to peek over the roof, and… immediately ducked back down to dodge a crowbar that had been flung at his exposed head.

“If you guys got The Wrecker out there I’m callin’ Thor!” Spider-Man shouted. He kept listening, waiting for the footsteps to come within range, or for any response at all.

His response was the sound of the glass skylight shattering, raining shards in the center of the room. Looking up at it gave no answer, as the mysterious intruder had already hit the floor, so it seemed.

A shout of terror from one of the men painted a better picture, however. Whoever it was, it clearly wasn’t one of the usual crimefighters.

Spider-Man waited no longer and deftly flipped up to the van’s roof. His eyes then went wide as he witnessed the scene before him.

There was a werewolf.

A bipedal, walking, canine humanoid. It stood tall, at least 7 feet, with silvery fur and piercing yellow eyes. Similar to The Lizard, it was dressed in shredded clothing; wearing dark green pants and the remains of a yellow shirt around its waist.

Perhaps most pressingly, however, was the fact that this werewolf was currently sinking its razor sharp teeth into the forearm of the Russian mobster leader.

Acting instantly on pure instinct, Spider-Man leapt from the van and drove both feet into the torso of the werewolf. It howled in pain, releasing the mobster’s bloodied forearm.

A split second later, the costumed hero backflipped from the wolf’s torso, landing on his feet and sending a powerful uppercut into the werewolf’s chin with an echoing crack.

The mobster hit the floor, clutching his arm and scrambling away as the wolf stumbled back in pain.

“Easy there, Fido. As much as I’m sure he deserves it, I’m not gonna let you send these guys to the cops in body bags.”

The wolf recovered, growling ferociously and baring its bloodied teeth. It lowered its stance, likely preparing to pounce. Spider-Man prepared to dodge… just as a crowbar connected with the head of the wolf, earning another howl of pain. 

Toyama had managed to land a sneak attack on the werewolf assailant. It instantly recovered however, and lifted its mighty paw to slash at the man.

“NO!” the vigilante shouted.

In a flash, he fired a webline at Toyama and yanked the man towards himself, narrowly avoiding the swipe of the wolf’s claws. Spidey rolled onto his back and caught Toyama with his feet, carrying the momentum and carefully kicking him against the side of the Yakuza’s van, where a net of webbing glued him in place. 

With all the spins and gyrations of a breakdancer, Spider-Man quickly returned to his feet. 

_ “Looks like Lizard’s got himself a copycat. Still, doesn’t matter what this thing is, it’s dangerous, and I’ve gotta stop it before it tears both of these gangs to shreds. And I’m all out of gene cleanser, so… I’ll just have to make do somehow.” _

The spider and the wolf began a deadly standoff, slowly circling each other, both waiting for the other to make a move. 

Soon, the werewolf’s animalistic instincts took over, howling ferociously as it pounced towards Spider-Man. 

The wolf’s paw swooped down from overhead, just as Spidey flipped backwards to dodge. It was a miss, and the animal’s claws dug deep into the concrete. An instant later and a quick burst of webbing sealed its paw in place. Spider-Man took the brief opening to charge at the animal, pulling his arm back for a strong right hook.

The creature tore through the webbing with minor effort, just in time to bat the vigilante away like a ragdoll. 

He was flung into a nearby stack of boxes, shattering from the impact as he landed flat on his back upon them. The hero attempted to lift himself out of the damage, but soon found the wolf pouncing upon him.

The animal snarled viciously, leaning in towards Spider-Man’s mask to unleash a vicious mix of growls and barks.

“Sheesh… I thought wolves were supposed to huff and puff before they blew the house down?”

Predictably, the animal assailant offered no verbal response. Instead, it reared back and prepared to sink its teeth into the webslinger’s neck. 

Quickly, Spider-Man freed one of his arms from the wreckage and fired a blast of webbing directly at the creature’s jaws, sealing them shut. 

As the wolf began fighting the muzzle of web, the hero freed his other arm, aiming both wrists directly away from himself at the opposite wall. Firing dual web lines, the hero pulled with all the proportionate strength of a spider, freeing himself from the debris and sending the wolf tumbling. 

Acrobatically flipping through the air, he landed and attached on the wall adeptly, taking another glance at his ferocious foe. It swung and thrashed wildly, reducing the crates they were on a moment ago to a mere pile of wooden scraps. Then, it turned to set its sight on the wallcrawling hero. With an expected angry snarl, it knelt low to the ground, and leapt towards Spider-Man.

Summoning his superhuman speed, the hero kicked off from the wall at full force, flipping fastly to meet the wolf in the air; and delivered another powerful kick to its torso. The wolf yelped in pain as the vigilante flipped backwards in the air. 

The animal hit the floor face first, and a moment later felt the full impact of Spider-Man landing directly on top of him with another kick. 

Immediately, the wolf rolled to the side, making the vigilante leap to maintain his balance. The wolf stood, flashing its claws and quickly slashing twice at Spider-Man. 

He ducked left and then flipped to the right, narrowly avoiding both blows, and throwing an acrobatic kick into the animal’s head as he twirled through the air. 

With another howl of pain came another set of swipes, and the hero continued his deft dodges, leaning and contorting expertly. Seeing another opening as the wolf sank its claws in the concrete, Spider-Man flipped forward, going for an overhead axe kick.

He leapt forward and swung his leg down, but instead of connecting, he found the wolf reacted even faster, grabbing his leg by the ankle. 

“Oh, I hate it when they grab my LEG!” Spider-Man shouted, voice trailing as the werewolf swung him into a nearby pillar like a makeshift baseball bat. 

The weary wallcrawler hit the ground and winced. Quickly trying to stand, he was interrupted by the wolf swinging both paws down into his back, slamming him back into the floor. Unrelenting, the animal grabbed the hero by both shoulders, painfully sinking his claws through his costume and into his flesh. 

Then, he lifted the helpless hero into the air, seemingly taunting his prey with a violent growl.

It was at this moment, caught in the clutches of certain death, Spider-Man noticed something unusual.

Upon the chest of the werewolf sat a bright, red… jewel, of some sort. Sprouting from it seemed to be veins that vanished beneath the wolf’s flesh.

However, his examination came to a swift end, seeing as the wolf opened its jaws and prepared to go for a second, fatal strike. 

Spider-Man had no choice. He had to risk it all or die.

With a surprising amount of speed, the superhero’s right hand snapped forward at the wolf’s exposed chest, and clutched at the jewel with all his strength. A heartbeat later, he ripped with absolutely all the strength he could muster.

The next thing he knew, Spider-Man fell to his knees, free from the wolf’s grasp.

Then, he saw blood splatter just before him. 

His eyes darted up to the wolf’s chest, where the jewel-object had been securely placed a mere moment ago, and saw blood trickle from the wound. 

And it was in fact a wound; it seemed the jewel had been connected to a major artery.

The wolf was still standing, yet it looked to be losing the will to fight. Or, losing consciousness.

Spider-Man quickly rose to his feet, tearing a sizable strip of cloth from the wolf’s shirt that hung at his waist. Folding it a few times almost faster than the eye could see, he then pressed it hard against the wolf’s wound. Then, he held it in place as he sprayed a generous heaping of webbing over it. 

Though he wasn’t a field medic, his remarkably quick thinking seemed to have worked; the improvised bandage was stopping the formerly lethal flow of blood. 

And, for a brief moment, came a reprieve in their fierce fight. The wolf regained his stability, panting and catching its breath. Spider-Man wasn’t certain if he had a powerful healing factor or not, but he seemed to be catching his second wind fairly quickly.

So quickly, in fact, that the wolf immediately decided to grab the vigilante by the throat again.

“Oh, come on,  _ Jacob,  _ I just saved your LI-”

His words died in his throat as the werewolf squeezed forcefully, cracking more than a few ribs as well as a collarbone of the superhero.

The animal then tossed him to the side like a used napkin, rolling across the ground. 

Spider-Man wheezed and coughed, attempting to push himself up with his non-broken half. 

The werewolf stomped carefully towards the incapacitated hero, intending to kill him once and for all.

_ BANG! BANG BANG BANG BANG! _

The hero fought through the pain searing through his body, looking up at the source of the sudden sound. 

The Russian mafia leader was back, unloading his pistol into the werewolf, to no clear effect.

Spider-Man tried to shout, though his fractured rib cage made speaking nearly impossible. 

“Stop… It’s gonna kill you…” he spat weakly.

Suddenly, the sound of sirens made itself clear, far in the distance. The police were no doubt responding to the chaos that had begun mere moments ago in the warehouse.

The Russian’s clip emptied, and fearfully, he continued pulling the trigger. His only response were the dull clicks of the empty firearm as the werewolf stomped closer to him, mere feet away.

The superhero knew he had one chance, and he intended to make it count.

Pushing up with his good arm, groaning in agony, he managed to reach a crouching position, and not a moment later, he fired a webline with sniper-like accuracy at the Russian mafia boss. And then, with an excruciating pull, the vigilante saved the man from certain death, just as the wolf’s claws sliced through the air.

The Russian rolled away across the ground, and Spider-Man fell face first with a thud.

_ “Okay… note to self… do NOT tug around overweight mob bosses when half the bones in your torso are broken…” _

The superhero wheezed and winced in pain as the wolf howled in anger, preparing to pounce upon both of the helpless men.

However, the werewolf’s howl would soon turn to one of pain. 

Spider-Man heard sirens and the squealing of tires as the police cruisers had finally arrived, just outside.

The officers quickly stormed from their vehicles, aiming their pistols at the werewolf.

“Put your… uh… paws up!” they shouted.

The wolf responded by growling ferociously, and beginning to charge directly at the officers.

“FIRE!”

In an instant, the sound of multiple pistols firing upon a lone target echoed through the night. Spider-Man watched helplessly as the werewolf was peppered with bullets, stammering backwards in agony, unable to move through the rain of weapons fire.

Just as quickly, the wolf decided that it had either had enough, or it was about to die. It then knelt low to the ground, fighting through the pain and gunfire, and leapt up as high as it could, soaring back through the skylight it had entered from.

_ “I think that’s my cue to hit the trail…” _

As the police were distracted with attempting to locate the werewolf’s current headed direction, the superhero knew he had to escape. 

Fast. 

With unparalleled willpower, Spider-Man managed to stand shakily to his feet, stumbling towards the nearest wall.

“Hey, that’s Spider-Man!” one of the officers shouted. “Stop him!”

As badly as he wanted to, his fractured rib cage prevented him from speaking any witty quips at an audible volume, so he reluctantly refrained.

Gritting his teeth as hard as he could, he managed to scale the wall with all the grace of a… midnight drunkard. 

He succeeded, though; and after snagging his camera from the web he’d made earlier, he quickly ducked out the opened window.

_ “Well… I should have enough time for a quick breather, but not too long. Gotta make myself scarce before the police get up here.” _

And so, he sat and rested, for just a moment.

He then remembered that the werewolf he’d been in deadly combat with mere moments ago had just vanished without a trace.

_ “Oh, for the love of…” _

If it didn’t hurt agonizingly, he’d have facepalmed.

_ “It’s not like I could do much to stop him even if I  _ did  _ find him. I’ll just have to rest up at home and find New York’s local lycanthrope before he causes any more carnage.” _

With that train of thought put to rest, Spider-Man pushed himself back to his feet a mere minute later.

In perfect timing too, as he had just noticed the sound of men climbing the nearby ladder.

_ “All right, Pete… no way around this; this is gonna hurt. A lot.” _

Wincing in advance, the superhero fired a webline at a nearby crane standing high overhead, and leapt from the rooftop. __

  


\---

  


The moon had fallen lower in the sky as time passed, quickly approaching dusk. 

Covered by shadow and silence, Harry Osborn exited his room, closing the door behind him and heading towards the spacious living room.

Moments later, he had reached his destination; the large, imposing statue of a knight’s armor.

Reaching for the almost invisible lever, he pulled it, and the passage to the wine cellar quickly opened.

Of course, Harry was much smarter than his father or  _ anyone  _ truly anticipated. He knew this wasn’t  _ just  _ a wine cellar. 

Illuminated by the flashlight on his cellphone, he braved the darkness, walking to an incredibly specific row of wines. 

Tugging on the neck of an even more specific bottle, a mechanism activated and unlocked, and a section of the very wall itself swung open.

Inside, exactly as Harry expected, was an all-too-empty Goblin equipment room.

His brow dropped.

_ “Just like I thought… someone’s stolen all the Goblin gear.” _

  


\---

  


After all the chaos and intrigue of the night, the moon sank below the horizon, and the sun rose to replace it, shining brightly on an early Wednesday morning.

Gwen sat on the edge of the fountain in Midtown’s courtyard, fidgeting with her hands impatiently. 

She had arrived somewhat early, as usual, and watched as the other students slowly trickled in through the entrance. She kept a particularly close eye, watching for any sign of Peter.

Or, less fortunately, any sign of Harry.

Remembering what he’d said the night before  _ still  _ made her livid. She did genuinely feel sympathy for him and still cared a great deal for him as always, but there was no excuse for such a remark.

Regardless, it didn’t matter at the moment. She pulled her phone from her pocket, checking the time, and then for any sign Peter responded to her message from the night before.

Which, there wasn’t. In usual Peter fashion.

She sighed as she stowed the device in her pocket once more, resigning to wait patiently until she saw him appear. 

And as fate would have it, no more than five minutes later, a remarkably weary Peter Parker strode through the arches of Midtown Magnet. 

Immediately, her heart rate spiked high. 

She gulped, immediately attempting to sort her mind and find the right words to say as Peter slowly creeped closer and closer.

“Peter?” she said, simple and straightforward.

Immediately, the teen’s hung head jolted upward, seemingly ripped out of a trance, like he was a zombie.

“Wh- Gwen… hey,” he said, giving a small, genuine smile.

“I was uh… waiting, for you,” Gwen replied, tucking a stray strand of hair behind her ear, having a difficult time meeting Peter’s gaze. 

“Oh, uh… what’s wrong?”

“Nothing’s wrong, it’s just that I needed to talk to you,” she offered, hesitantly. 

“Sure.”

Peter sat, slowly and carefully, with a wince and expression of pain that Gwen failed to ignore.

“Peter, are you okay?”

He turned to look her in the eye once more, to assure her he was totally fine, and it was only when she looked directly at his face did she see how truly tired and fatigued he appeared.

“You look like a ghost… did you sleep at  _ all  _ last night?”

“Yeah… I just had a really late call from the Bugle to snap some photos, that’s all.”

_ “Well, I’m only  _ half  _ lying. That’s better than usual, right?” _

“Anyway, you said there was something you had to talk about?”

Gwen stared like a deer in headlights for a moment, having totally lost her previous train of thought upon seeing Peter’s face. She snapped back quickly though, and once more failed to maintain direct eye contact.

“Oh… uh, right. Well,” she said, clasping her hands. “I… broke it off with Harry,” she sputtered.

Now, it was Peter’s turn to stare blankly.

“You, uh… wow,” he said. 

It took him a moment to process this development, seeing as it had totally blindsided him.

He was entirely immersed in replaying the events of last night, wondering if there was something he could have done differently to stop the werewolf’s escape.

And now… this.

In fact, he was still attempting to process it when Gwen replied shyly.

“Yeah… so... “

“Then… does that mean that-”

“I-I mean, only if you-”

“Yeah, yeah, of course,” Peter stammered.

He took a deep breath, ignoring the ache in his body, and placed his hand over Gwen’s.

“My mind hasn’t changed at all, Gwen. You’re the one I wanna be with.” 

She felt her cheeks flush, and somehow managed to force her eyes to meet Peter’s.

“...Me either.”

And then, time seemed to slow in that moment. 

It was as though they were controlled by magnets, or pulled by strings, and without even thinking, the newly-minted couple felt their lips meet. 

Reluctantly, moments later, the two parted, and sat in innocent, awkward silence.

“Wow… Gwen, that was…”

“...Yeah,” she smiled. “It was.”

Peter sheepishly placed his hand on the nape of his neck.

“So… are we… y’know… official?”

His response came in the form of Gwen’s infamous look. Which, for once, he was happy to see, knowing a sense of comfort between the two was rapidly returning.

“What do you think, genius?” she replied, suddenly snarky.

He simply smiled back at her.

“Okay, okay… point taken. I just… wanted to hear your input, that’s all.”

And finally, for the first time in months, Peter felt as though his life was  _ finally  _ back on the right track.

“Well, I’m very…  _ very  _ glad we had this talk, Peter,” Gwen said as she stood slowly, continuing to hold Peter’s hand. “But we should head to class now, before we’re l-”

The all too familiar ringtone of Peter’s cell phone piped up, shouting from his pocket and demanding attention.

The teen simply shrugged achily, blissfully unaware of who could be calling.

And so, Gwen watched, listening closely as he answered.

“Uh, hello?”

Pause.

“Robbie? What’s going-”

Another pause.

She watched in real time as his eyes went wide, and what little color left drained from his face.

“I… Yeah, yeah, I’ll be right there,” and he hurriedly hung up, stuffing his phone back in his pocket.

“Peter...? What’s wrong?”

The teen, swallowed hard, looking utterly confused and totally lost.

“That was the Bugle,” he began. “Robbie… Robbie says Jameson’s son was just arrested.”

“Arrested? I thought he was in Ravencroft.”

“He got out, somehow,” he spoke, quickly standing, facing her directly. 

“And they’re saying he...  _ killed someone.”  _

  


\---

  


Miles Warren sat smugly at his desk, exactly as the day prior, all according to his usual routine.

He swallowed a gulp of coffee from his favorite mug before sitting it down, then reaching to grab the morning paper.

However, it wasn’t from the Bugle.

This particular issue was printed by the New York Bulletin.

_ “COLONEL JOHN JAMESON ARRESTED FOR MURDER”,  _ said the headline.


End file.
